10-K comparison

W. R. Berkley (WRB) 10-K risk factor changes: FY2015 vs FY2014

The 2015-12-31 10-K against the 2014-12-31 one, compared heading by heading and sentence by sentence. One of these filings carries no fiscal year tag, so its year is the calendar year of the period end.

Item 1A34 rewritten7 added6 removed234 unchanged

All filing items1,106 rewritten580 added404 removed2,280 unchanged

Read the changesGo to Item 1A

W. R. Berkley Form 10-K, every itemFY2015, filed 22 February 2016, against FY2014, filed 27 February 2015FY2015 on sec.govFY2014 on sec.govRead this filingJSON

Summary

counted, not written

Sentences by item

21 items, with every count and a link to each item that changed

Underlined words on a shaded ground are new in FY2015; struck-through words were in FY2014. Sentences that are wholly new or wholly gone are labelled rather than marked.

Item 1A. RISK FACTORS

34 rewritten, 7 added, 6 removed, 234 unchanged

Rewritten

We compete, and will continue to compete, with major U.S. and non-U.S. insurers and reinsurers, other regional companies, as well as mutual companies, [added: specialty insurance companies, underwriting agencies and diversified financial services companies.]

Rewritten

Some of our competitors, particularly in the Reinsurance-Global business, have greater financial [removed: and] [added: and/or] marketing resources than we do.

Rewritten

Over the past several years, we have faced increased competition in our business, [removed: particularly in our Insurance-Domestic and Reinsurance-Global segments,] as increased supply has led to reduced prices and, at times, less favorable terms and conditions.

Rewritten

[removed: Although prices have generally increased since] [added: With] the [removed: beginning] [added: low level] of [removed: 2011,] [added: interest rates available,] current [removed: market] price levels for certain lines of business remain below the prices required for [removed: the Company] [added: us] to achieve [removed: its] [added: our] long-term return objectives.

Rewritten

This intense competition could cause the supply and/or demand for insurance or reinsurance to change, which could affect our ability to price our products at attractive rates and retain existing business or write new products at adequate rates or on [removed: terms and conditions acceptable to us.]

Rewritten

Our gross reserves for losses and loss expenses were approximately [removed: $10.4] [added: $10.7] billion as of December 31, [removed: 2014.][added: 2015.]

Rewritten

For example, [removed: weather-related] [added: catastrophe] losses were [added: $58 million in 2015,] $87 million in 2014, $65 million in 2013, $80 million in [removed: 2012, $153 million in 2011] [added: 2012] and [removed: $81] [added: $153] million in [removed: 2010.][added: 2011.]

Rewritten

The incidence and severity of catastrophes are inherently [removed: unpredictable but have increased in recent years.][added: unpredictable.]

Rewritten

These issues, together with the slowing of the global economy generally, could send the U.S. into a new recession, further exacerbate concerns over sovereign debt of other countries and disrupt economic activity in the [added: U.S. and elsewhere.]

Rewritten

To the extent an act of terrorism, whether a domestic or foreign act, is certified by the Secretary of Treasury, we may be covered under the Terrorism Risk Insurance [added: Program Reauthorization] Act of [removed: 2002 (as amended, “TRIA”),] [added: 2015 (“TRIPRA”),] for up to [removed: 85%] [added: 84%] of our losses for certain property/casualty lines of insurance.

Rewritten

Based on our [removed: 2014] [added: 2015] earned premiums, our [added: aggregate] deductible under [removed: TRIA] [added: TRIPRA] during [removed: 2015] [added: 2016] is approximately [removed: $786] [added: $850] million.

Rewritten

[removed: TRIA] [added: TRIPRA] is currently in effect through December 31, 2020.

Rewritten

In addition, the coverage provided under [removed: TRIA] [added: TRIPRA] does not apply to reinsurance that we write.

Rewritten

In July 2010, President Obama signed into law the [removed: Dodd Frank] [added: Dodd-Frank] Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), which effected sweeping changes to financial services regulation in the United States.

Rewritten

[removed: In 2013,] FSOC [added: has] designated [removed: three] [added: four] non-bank financial companies, including [removed: two] [added: three] insurance groups, as systematically [removed: significant, and in 2014, FSOC designated a third insurance group as systematically] significant.

Rewritten

Although [removed: U.S.] state regulation is the primary form of regulation of insurance and [removed: reinsurance,] [added: reinsurance] in [added: the United States, in] addition to the changes brought about by the Dodd-Frank Act, Congress has considered over the past years various proposals relating to the creation of [added: an optional federal charter, repeal of the insurance company antitrust exemption from the McCarran-Ferguson Act, and tax law changes.]

Rewritten

With respect to international measures, Solvency II, the EU directive concerning the capital adequacy, risk management and regulatory reporting for insurers and reinsurers [removed: which was adopted by the European Parliament in April 2009,] may affect our insurance businesses.

Rewritten

Implementation of Solvency II in EU member states [removed: is currently scheduled to occur] [added: occurred] on January 1, 2016, and may require us to utilize a significant amount of resources to ensure compliance.

Rewritten

In addition, [added: despite the one-year waiver of the] Solvency II [added: group capital requirements we received, Solvency II] may have the effect of increasing the capital requirements of our EU domiciled insurers.

Rewritten

Our expanding international operations in the United Kingdom, Continental Europe, South America, Canada, Scandinavia, the Asia-Pacific [removed: region] [added: region, Africa] and Australia expose us to increased investment, political and economic risks, including foreign currency and credit risk.

Rewritten

We depend on our ability to attract and retain key personnel, including our [removed: Chairman and CEO,] [added: Executive Chairman, our] President and [removed: COO,] [added: CEO,] senior executive officers, presidents of our operating units, experienced underwriters and other skilled employees who are knowledgeable about our business.

Rewritten

As of December 31, [removed: 2014,] [added: 2015,] the amount due from our reinsurers was approximately [removed: $1,503] [added: $1,533] million, including amounts due from state funds and industry pools where it was intended that we would bear no risk.

Rewritten

While we attempt to manage credit risks through underwriting guidelines, collateral requirements and other oversight mechanisms, our [added: efforts may not be successful.]

Rewritten

[removed: If we are unable to renew our expiring contracts or to obtain new reinsurance contracts, either our net exposures would] increase or, if we are unwilling to bear an increase in net exposures, we would have to reduce the level of our underwriting commitments, especially catastrophe exposed risks.

Rewritten

If our business continuity plans or system security does not sufficiently address such a business interruption, system failure or service denial, our ability to write and process new and [added: renewal business, provide customer service, pay claims in a timely manner or perform other necessary business functions could be significantly impaired and our business could be harmed.]

Rewritten

As of December 31, [removed: 2014,] [added: 2015,] our investment in fixed maturity securities was approximately [removed: $12.7] [added: $12.4] billion, or [removed: 81.5%] [added: 77.3%] of our total investment [removed: portfolio.][added: portfolio, including cash and cash equivalents.]

Rewritten

As of that date, our portfolio of fixed maturity securities consisted of the following types of securities: U.S. Government securities [removed: (6.3%);] [added: (5.4%);] state and municipal securities [removed: (34.9%);] [added: (36.5%);] corporate securities [removed: (41.0%);] [added: (27.9%); asset-backed securities (13.7%);] mortgage-backed securities [removed: (10.4%)] [added: (9.8%)] and foreign government [removed: (7.4%).][added: (6.7%).]

Rewritten

If significant inflation [added: or an increase in interest rates] were to occur, the fair value of our fixed maturity securities would be negatively impacted.

Rewritten

We have invested [removed: an increasing] [added: a] portion of our assets in equity securities, merger arbitrage securities, investment funds, private equity, loans and real estate related assets, which are subject to significant volatility and may decline in value.

Rewritten

We invest a portion of our investment portfolio in equity securities, merger arbitrage securities, investment funds, private equity, loans and real estate related [removed: assets and have increased our investments in these asset classes as a result of the current historically low interest rate environment.][added: assets.]

Rewritten

At December 31, [removed: 2014,] [added: 2015,] our investment in these assets was approximately $2.9 billion, or [removed: 18.5%,] [added: 18.0%,] of our investment [removed: portfolio.][added: portfolio, including cash and cash equivalents.]

Rewritten

Merger and arbitrage trading securities were [removed: $451] [added: $376.7] million, or [removed: 2.9%,] [added: 2.3%] of our investment [removed: portfolio] [added: portfolio, including cash and cash equivalents] at December 31, [removed: 2014.][added: 2015.]

Rewritten

Real estate related investments, including directly owned, investment funds and loans receivable, were [removed: $1.5] [added: $2.4] billion, or [removed: 10.0%,] [added: 14.8%] of our investment [removed: portfolio] [added: portfolio, including cash and cash equivalents] at December 31, [removed: 2014.][added: 2015.]

Rewritten

During [removed: 2015,] [added: 2016,] the maximum amount of dividends that can be paid without regulatory approval is approximately [removed: $631] [added: $684] million.

New in FY2015

Although insurance prices have generally increased for most lines of business since 2011, the rate of increase has declined in more recent years.

New in FY2015

Loss costs have also increased over that period of time.

New in FY2015

terms and conditions acceptable to us.

New in FY2015

| • | evaluating enterprise risk to an insurer; |

New in FY2015

If we are unable to renew our expiring contracts or to obtain new reinsurance contracts, either our net exposures would

New in FY2015

| | |

New in FY2015

| --- | --- |

Dropped from FY2014

specialty insurance companies, underwriting agencies and diversified financial services companies.

Dropped from FY2014

From 2005 through 2010, the property casualty insurance market was very competitive and insurance rates decreased across most business lines.

Dropped from FY2014

U.S. and elsewhere.

Dropped from FY2014

an optional federal charter, repeal of the insurance company antitrust exemption from the McCarran Ferguson Act, and tax law changes.

Dropped from FY2014

efforts may not be successful.

Dropped from FY2014

renewal business, provide customer service, pay claims in a timely manner or perform other necessary business functions could be significantly impaired and our business could be harmed.

Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

168 rewritten, 172 added, 140 removed, 525 unchanged

Rewritten

[removed: The Company’s] [added: Our] primary sources of revenues and earnings are its insurance operations and its investments.

Rewritten

[removed: Since 2006,] [added: Over] the [added: years, the] Company has formed [removed: 24] [added: numerous] new operating units that are focused on important parts of the economy in the U.S., including healthcare, energy and agriculture, and on growing international markets, including Scandinavia, Australia, the Asia-Pacific region and South America.

Rewritten

[removed: Although prices have generally increased since] [added: With] the [removed: beginning] [added: low level] of [removed: 2011, the] [added: interest rates available,] current [removed: market is highly competitive and] price levels for certain lines of business remain below the prices required for the Company to achieve its long-term return objectives.

Rewritten

The Company’s invested [removed: assets, which are derived from its own capital and cash flow from its insurance business,] [added: assets] are invested principally in fixed maturity securities.

Rewritten

The Company [removed: has increasingly invested] [added: invests] in equity securities, merger arbitrage securities, investment [removed: funds,] [added: funds (including energy related funds),] private equity, loans and real estate related assets.

Rewritten

Reserves do not represent [removed: an exact] [added: a certain] calculation of liability.

Rewritten

While the methods for establishing reserves are well tested over time, [removed: some of] the major assumptions about anticipated loss emergence patterns are subject to [removed: unanticipated fluctuation.][added: uncertainty.]

Rewritten

Expected loss ratios represent management’s expectation of losses at the time the business is [added: priced and] written, before any actual claims experience has emerged.

Rewritten

The key assumptions used in calculating the most recent estimate of the loss reserves are reviewed each quarter and adjusted, to the extent necessary, to reflect [removed: historical changes,] [added: the latest reported loss data,] current trends and other factors observed.

Rewritten

The following table reflects the impact of changes (which could be favorable or unfavorable) in frequency and severity, relative to our assumptions, on our loss estimate for claims occurring in [removed: 2014:][added: 2015:]

Rewritten

Our net reserves for losses and loss expenses of approximately [removed: $9] [added: $9.2] billion as of December 31, [removed: 2014] [added: 2015] relate to multiple accident years.

Rewritten

Approximately [removed: $1.5] [added: $1.4] billion, or [removed: 16%,] [added: 15%,] of the Company’s net loss reserves as of December 31, [removed: 2014] [added: 2015] relate to the Reinsurance-Global segment.

Rewritten

Following is a summary of the Company’s reserves for losses and loss expenses by business segment as of December 31, [removed: 2014] [added: 2015] and [removed: 2013:][added: 2014:]

Rewritten

| (In thousands) | [added: 2015 | | | |] 2014 | | | | 2013 | | |

Rewritten

| Insurance-Domestic | $ | [removed: 6,767,374] [added: 7,169,640] | | | $ | [removed: 6,493,401] [added: 6,767,374] | |

Rewritten

| Insurance-International | [removed: 750,613] [added: 706,553] | | | | [removed: 592,709] [added: 750,613] | | |

Rewritten

| Reinsurance-Global | [removed: 1,452,654] [added: 1,368,679] | | | | [removed: 1,597,687] [added: 1,452,654] | | |

Rewritten

| Net reserves for losses and loss expenses | [removed: 8,970,641] [added: 9,244,872] | | | | [removed: 8,683,797] [added: 8,970,641] | | |

Rewritten

| Ceded reserves for losses and loss expenses | [removed: 1,399,060] [added: 1,424,278] | | | | [removed: 1,397,144] [added: 1,399,060] | | |

Rewritten

| Gross reserves for losses and loss expenses | $ | [removed: 10,369,701] [added: 10,669,150] | | | $ | [removed: 10,080,941] [added: 10,369,701] | |

Rewritten

Following is a summary of the Company’s net reserves for losses and loss expenses by major line of business as of December 31, [removed: 2014] [added: 2015] and [removed: 2013:][added: 2014:]

Rewritten

| Short-tail lines [added: (2)] | 330,010 | | | | 277,281 | | | | 607,291 | | |

Rewritten

(1) Reserves for excess and assumed workers’ compensation business are net of an aggregate net discount of [removed: $746] [added: $699] million and [removed: $837] [added: $746] million as of December 31, [removed: 2014] [added: 2015] and [removed: 2013,] [added: 2014,] respectively.

Rewritten

The Company evaluates reserves for losses and loss [removed: adjustment] expenses on a quarterly basis.

Rewritten

For those contracts, changes in loss and loss [removed: adjustment] expenses for prior years may be fully or partially offset by additional or return premiums.

Rewritten

Net prior year development (i.e, the sum of prior year reserve changes and prior year earned premiums changes) for each of the three years ended December 31, [removed: 2014] [added: 2015] are as follows:

Rewritten

| (In thousands) | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | | | [removed: 2012] [added: 2013] | | |

Rewritten

| Decrease in prior year loss reserves | $ | [removed: 75,764] [added: 46,713] | | | $ | [removed: 78,810] [added: 75,764] | | | $ | [removed: 102,571] [added: 78,810] | |

Rewritten

| Increase in prior year earned premiums | [removed: 9,088] [added: 16,730] | | | | [removed: 19,046] [added: 9,088] | | | | [removed: —] [added: 19,046] | | |

Rewritten

| Net favorable prior year development | $ | [removed: 84,852] [added: 63,443] | | | $ | [removed: 97,856] [added: 84,852] | | | $ | [removed: 102,571] [added: 97,856] | |

Rewritten

Favorable prior year development (net of additional and return premiums) was $85 million in [removed: 2014 compared with $98 million in 2013 and $103 million in 2012.][added: 2014.]

Rewritten

As these accident years have matured, the weighting of actuarial methods has shifted from methods based on initial expected losses to [removed: methods based on actual reported losses.]

Rewritten

The expected [removed: losses] [added: loss] and loss expense payout [removed: pattern] [added: patterns] subject to discounting [removed: was] [added: are] derived from the Company’s loss payout experience.

Rewritten

[removed: For non-proportional business, reserves for losses and] [added: In order to properly match] loss expenses [removed: have been] [added: with income earned on investment securities supporting the liabilities, reserves for excess workers’ compensation business are] discounted using risk-free discount rates determined by reference to the U.S. Treasury yield curve.

Rewritten

[removed: As of] [added: At] December 31, [removed: 2014, the aggregate blended] [added: 2015,] discount rates [added: by year] ranged from 2.0% to 6.5%, with a weighted average discount [added: rate of 3.9%.]

Rewritten

The aggregate net [removed: discount,] [added: discount for those reserves,] after reflecting the effects of ceded reinsurance, was [removed: $746] [added: $699] million and [removed: $837] [added: $746] million [removed: as of] [added: at] December 31, [removed: 2014] [added: 2015] and [removed: December 31, 2013,] [added: 2014,] respectively.

Rewritten

Estimated assumed premiums receivable were approximately [removed: $85] [added: $62] million and [removed: $69] [added: $85] million at December 31, [removed: 2014] [added: 2015] and December 31, [removed: 2013,] [added: 2014,] respectively.

Rewritten

[removed: Since equity securities do not have a contractual cash flow] or maturity, the Company considers whether the price of an equity security is expected to recover within a reasonable period of time.

Rewritten

The following table provides a summary of fixed maturity securities in an unrealized loss position as of December 31, [removed: 2014:][added: 2015:]

Rewritten

| Unrealized loss less than 20% of amortized cost | [removed: 372] [added: 543] | | | $ | [removed: 2,736,260] [added: 4,015,415] | | | $ | [removed: 31,605] [added: 58,570] | |

New in FY2015

Although insurance prices have generally increased for most lines of business since 2011, the rate of increase has declined in more recent years.

New in FY2015

Loss costs have also increased over that period of time.

New in FY2015

| 1% | $ | 73,437 | | | $ | 221,040 | | | $ | 405,545 | |

New in FY2015

| 5% | 221,040 | | | | 374,490 | | | | 566,302 | | |

New in FY2015

| 10% | 405,545 | | | | 566,302 | | | | 767,248 | | |

New in FY2015

The impact of such changes would likely be manifested gradually over the course of many years, as the magnitude of the changes became evident.

New in FY2015

| (In thousands) | 2015 | | | | 2014 | | |

New in FY2015

| December 31, 2015 | | | | | | | | | | | |

New in FY2015

| Other liability | $ | 1,079,641 | | | $ | 1,947,637 | | | $ | 3,027,278 | |

New in FY2015

| Workers’ compensation (1) | 1,655,726 | | | | 1,263,508 | | | | 2,919,234 | | |

New in FY2015

| Professional liability | 256,783 | | | | 478,796 | | | | 735,579 | | |

New in FY2015

| Commercial automobile | 352,208 | | | | 242,071 | | | | 594,279 | | |

New in FY2015

| Short-tail lines (2) | 317,375 | | | | 282,448 | | | | 599,823 | | |

New in FY2015

| Total primary | 3,661,733 | | | | 4,214,460 | | | | 7,876,193 | | |

New in FY2015

| Reinsurance (1) | 631,666 | | | | 737,013 | | | | 1,368,679 | | |

New in FY2015

| Total | $ | 4,293,399 | | | $ | 4,951,473 | | | $ | 9,244,872 | |

New in FY2015

____________________

New in FY2015

(2) Short-tail lines include commercial multi-peril (non-liability), inland marine, accident and health, fidelity and surety, boiler and machinery and other lines.

New in FY2015

Favorable prior year development (net of additional and return premiums) was $63 million in 2015.

New in FY2015

Insurance-Domestic - Reserves for the Insurance-Domestic segment developed favorably by $47 million in 2015.

New in FY2015

The favorable development was primarily related to workers' compensation and other liability business, and was partially offset by unfavorable development for commercial automobile liability business.

New in FY2015

For workers' compensation, the favorable development was related to both primary and excess business and to many accident years, including those prior to 2006.

New in FY2015

In 2015, reported workers' compensation losses were below our expectations for many of our operating units.

New in FY2015

In addition, overall loss frequency and severity trends emerged better than the assumptions underlying our previous reserve estimates.

New in FY2015

The long term trend of declining workers' compensation claim frequency continued in 2015.

New in FY2015

The improvement is attributable to better workplace safety and to benign medical severity trends as we continue to invest in medical case management services and higher usage of preferred provider networks.

New in FY2015

For other liability business, favorable development was concentrated in accident years 2007 through 2013.

New in FY2015

The favorable development was primarily related to our excess and surplus lines casualty business that has benefited from a persistent improvement in claim frequency trends over the past several years.

New in FY2015

For commercial automobile business, adverse development was primarily related to large losses for long-haul trucking business and to accident years 2011 through 2014.

New in FY2015

The higher loss cost trends for the commercial automobile industry are attributable, in part, to the increase in miles driven as the economy has improved and fuel prices have declined over the past several years.

New in FY2015

Reinsurance-Global - Reserves for the Reinsurance-Global segment developed favorably by $11 million in 2015.

New in FY2015

The favorable development was primarily related to direct facultative reinsurance business and to accident years 2005 through 2013.

New in FY2015

Loss reserves developed favorably for umbrella business and for other liability coverage for contractors.

New in FY2015

Insurance-International - Reserves for the Insurance-International segment developed favorably by $5 million in 2015.

New in FY2015

The favorable development was related primarily to commercial property.

New in FY2015

The favorable commercial property development was attributable to accident years 2012 through 2014 and was driven by favorable frequency and severity trends on property business written in Lloyd's.

New in FY2015

The favorable property development was partially offset by unfavorable development for professional indemnity business in the U.K., primarily for accident years 2006 through 2013.

New in FY2015

methods based on actual reported losses.

New in FY2015

Favorable prior year reserve development (net of additional and return premiums) was $98 million in 2013.

New in FY2015

The Company discounts its liabilities for certain workers’ compensation reserves.

Dropped from FY2014

From 2005 through 2010, the property casualty insurance market was very competitive and insurance rates decreased across most business lines.

Dropped from FY2014

| 1% | $ | 70,266 | | | $ | 211,497 | | | $ | 388,037 | |

Dropped from FY2014

| 5% | 211,497 | | | | 358,322 | | | | 541,853 | | |

Dropped from FY2014

| 10% | 388,037 | | | | 541,853 | | | | 734,123 | | |

Dropped from FY2014

| December 31, 2013 | | | | | | | | | | | |

Dropped from FY2014

| Other liability | $ | 937,168 | | | $ | 1,852,779 | | | $ | 2,789,947 | |

Dropped from FY2014

| Workers’ compensation (1) | 1,462,849 | | | | 1,206,244 | | | | 2,669,093 | | |

Dropped from FY2014

| Professional liability | 320,579 | | | | 344,232 | | | | 664,811 | | |

Dropped from FY2014

| Commercial automobile | 267,701 | | | | 205,404 | | | | 473,105 | | |

Dropped from FY2014

| Short-tail lines | 258,459 | | | | 230,696 | | | | 489,155 | | |

Dropped from FY2014

| Total primary | 3,246,756 | | | | 3,839,355 | | | | 7,086,111 | | |

Dropped from FY2014

| Reinsurance (1) | 679,108 | | | | 918,578 | | | | 1,597,686 | | |

Dropped from FY2014

| Total | $ | 3,925,864 | | | $ | 4,757,933 | | | $ | 8,683,797 | |

Dropped from FY2014

___________

Dropped from FY2014

Favorable reserve development in 2012 was primarily attributable to improved claim frequency (i.e., number of reported claims per unit of exposure), especially in the excess and surplus casualty business.

Dropped from FY2014

In addition, standard commercial lines business and reinsurance business experienced better than expected reported losses.

Dropped from FY2014

The improvement was related primarily to accident years 2008 through 2010.

Dropped from FY2014

The Company discounts its liabilities for excess and assumed workers’ compensation business because of the long period of time over which losses are paid.

Dropped from FY2014

Discounting is intended to appropriately match losses and loss expenses to income earned on investment securities supporting the liabilities.

Dropped from FY2014

For proportional business, reserves for losses and loss expenses have been discounted at the statutory rate of 2.0%.

Dropped from FY2014

rate of 4.2%.

Dropped from FY2014

| Total | 388 | | | $ | 2,829,501 | | | $ | 59,524 | |

Dropped from FY2014

| Corporate | 10 | | | 24,528 | | | | 742 | | |

Dropped from FY2014

| Foreign government | 2 | | | 11,177 | | | | 247 | | |

Dropped from FY2014

| Total | 21 | | | $ | 64,242 | | | $ | 2,688 | |

Dropped from FY2014

Four of these preferred stocks are rated non-investment grade, and none are delinquent.

Dropped from FY2014

For loans where the Company determines it is probable that the contractual terms will not be met, an analysis is performed and a valuation reserve is established, if necessary, with a charge to earnings.

Dropped from FY2014

If the market for a security is determined to be inactive or

Dropped from FY2014

| Independent pricing services | $ | 12,265,052 | | | 97.3 | % |

Dropped from FY2014

| Syndicate manager | 72,585 | | | | 0.6 | |

Dropped from FY2014

| Observable data | 263,155 | | | | 2.1 | |

Dropped from FY2014

| Total | $ | 12,603,983 | | | 100.0 | % |

Dropped from FY2014

Based on information received from energy fund managers, the Company expects to report losses from energy funds of $22 million pre-tax, or $14 million after-tax, in the first quarter of 2015.

Dropped from FY2014

The Company expects the energy fund losses will be partially offset by earnings from other investment funds.

Dropped from FY2014

The Company is a servicing carrier of workers' compensation assigned risk plans for 20 states and provides insurance program management services to self-insureds, captives, governmental entities, risk retention groups, and insurance companies.

Dropped from FY2014

Debt extinguishment costs of $7 million in 2013 related to the prepayment of subordinated debentures that were due in 2045 and were prepaid in May 2013.

Dropped from FY2014

In May 2013, the Company issued $350 million of 5.625% subordinated debentures due 2053 and prepaid $250 million of 6.750% subordinated debentures that were due in 2045.

Dropped from FY2014

| (In thousands) | 2013 | | | | 2012 | | |

Dropped from FY2014

| Gross premiums written | $ | 4,803,753 | | | $ | 4,261,165 | |

Dropped from FY2014

| Net premiums written | 3,994,387 | | | | 3,569,883 | | |

An excerpt. Shown here: 40 of 168 rewritten, 40 of 172 added and 40 of 140 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in the FY2015 filing and the FY2014 filing.

Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

7 rewritten, 13 added, 12 removed, 24 unchanged

Rewritten

The Company attempts to manage its interest rate risk by maintaining an appropriate relationship between the [removed: average] [added: effective] duration of the investment portfolio and the approximate duration of its liabilities (i.e., policy claims and debt obligations).

Rewritten

The [removed: average] [added: effective] duration for the fixed maturity portfolio [removed: was 3.2] [added: (including cash] and [added: cash equivalents) was] 3.3 years [added: and 3.2 years] at December 31, [removed: 2014] [added: 2015] and [removed: 2013,] [added: 2014,] respectively.

Rewritten

The following table outlines the groups of fixed maturity securities and their [removed: average] [added: effective] duration at December 31, [removed: 2014:][added: 2015:]

Rewritten

| Cash and cash equivalents | — | | | $ | [removed: 674,441] [added: 763,631] | |

Rewritten

| Foreign government | 2.7 | | | [removed: 941,826] [added: 837,460] | | |

Rewritten

| Mortgage-backed securities | 3.2 | | | [removed: 1,321,768] [added: 1,221,204] | | |

Rewritten

The estimated fair value at specified levels at December 31, [removed: 2014] [added: 2015] would be as follows:

New in FY2015

| U. S. government and governmental agencies | 3.0 | | | 670,419 | | |

New in FY2015

| State and municipal | 4.5 | | | 4,553,554 | | |

New in FY2015

| Asset-backed securities | 1.1 | | | 1,705,172 | | |

New in FY2015

| Corporate | 3.7 | | | 3,475,038 | | |

New in FY2015

| Loans receivable | 2.1 | | | 275,747 | | |

New in FY2015

| Total | 3.3 | | | 13,502,225 | | |

New in FY2015

| 300 basis point rise | $ | 12,360,508 | | | $ | (1,141,717 | ) |

New in FY2015

| 200 basis point rise | 12,719,858 | | | | (782,367 | | ) |

New in FY2015

| 100 basis point rise | 13,100,237 | | | | (401,988 | | ) |

New in FY2015

| Base scenario | 13,502,225 | | | | — | | |

New in FY2015

| 100 basis point decline | 13,925,214 | | | | 422,989 | | |

New in FY2015

| 200 basis point decline | 14,364,165 | | | | 861,940 | | |

New in FY2015

| 300 basis point decline | 14,824,542 | | | | 1,322,317 | | |

Dropped from FY2014

| U. S. government securities | 3.7 | | | 803,388 | | |

Dropped from FY2014

| State and municipal | 4.3 | | | 4,453,398 | | |

Dropped from FY2014

| Corporate | 2.7 | | | 5,205,426 | | |

Dropped from FY2014

| Loans receivable | 2.5 | | | 325,219 | | |

Dropped from FY2014

| Total | 3.2 | | | $ | 13,725,466 | |

Dropped from FY2014

| 300 basis point rise | $ | 12,385,952 | | | $ | (1,339,514 | ) |

Dropped from FY2014

| 200 basis point rise | 12,823,926 | | | | (901,540 | | ) |

Dropped from FY2014

| 100 basis point rise | 13,271,448 | | | | (454,018 | | ) |

Dropped from FY2014

| Base scenario | 13,725,466 | | | | — | | |

Dropped from FY2014

| 100 basis point decline | 14,176,637 | | | | 451,171 | | |

Dropped from FY2014

| 200 basis point decline | 14,610,529 | | | | 885,063 | | |

Dropped from FY2014

| 300 basis point decline | 15,007,036 | | | | 1,281,570 | | |

Item 1. BUSINESS

246 rewritten, 98 added, 48 removed, 381 unchanged

Rewritten

| • | Insurance-International - insurance business primarily in the United Kingdom, Continental Europe, South America, Canada, Scandinavia, [added: Asia,] and Australia; and |

Rewritten

| • | Reinsurance-Global - reinsurance business on a facultative and treaty basis, primarily in the United States, United Kingdom, Continental Europe, Australia, [removed: and] the Asia-Pacific [removed: Region.] [added: Region, and South Africa.] |

Rewritten

Of our [removed: 49] [added: 51] operating units, [removed: 42] [added: 44] have been organized and developed internally and seven have been added through acquisition.

Rewritten

| (In thousands) | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | | | [removed: 2012] [added: 2013] | | | | [removed: 2011] [added: 2012] | | | | [removed: 2010] [added: 2011] | | |

Rewritten

| Insurance-Domestic | $ | [removed: 4,517,587] [added: 4,812,830] | | | $ | [removed: 3,994,387] [added: 4,517,587] | | | $ | [removed: 3,569,883] [added: 3,994,387] | | | $ | [removed: 3,238,120] [added: 3,569,883] | | | $ | [removed: 2,938,223] [added: 3,238,120] | |

Rewritten

| Insurance-International | [removed: 828,076] [added: 778,567] | | | | [removed: 756,185] [added: 828,076] | | | | [removed: 664,459] [added: 756,185] | | | | [removed: 551,910] [added: 664,459] | | | | [removed: 430,252] [added: 551,910] | | |

Rewritten

| Reinsurance-Global | [removed: 651,284] [added: 598,118] | | | | [removed: 749,601] [added: 651,284] | | | | [removed: 664,197] [added: 749,601] | | | | [removed: 567,338] [added: 664,197] | | | | [removed: 482,451] [added: 567,338] | | |

Rewritten

| Total | $ | [removed: 5,996,947] [added: 6,189,515] | | | $ | [removed: 5,500,173] [added: 5,996,947] | | | $ | [removed: 4,898,539] [added: 5,500,173] | | | $ | [removed: 4,357,368] [added: 4,898,539] | | | $ | [removed: 3,850,926] [added: 4,357,368] | |

Rewritten

| | [added: 2015 | | |] 2014 | | | 2013 | | | 2012 | | | 2011 | | [removed: | 2010 | |]

Rewritten

| Insurance-Domestic | [removed: 75.3] [added: 77.7] | % | | [removed: 72.6] [added: 75.3] | % | | [removed: 72.8] [added: 72.6] | % | | [removed: 74.3] [added: 72.8] | % | | [removed: 76.3] [added: 74.3] | % |

Rewritten

| Insurance-International | [removed: 13.8] [added: 12.6] | | | 13.8 | | | [removed: 13.6] [added: 13.8] | | | [removed: 12.7] [added: 13.6] | | | [removed: 11.2] [added: 12.7] | |

Rewritten

| Reinsurance-Global | [removed: 10.9] [added: 9.7] | | | [removed: 13.6] [added: 10.9] | | | 13.6 | | | [removed: 13.0] [added: 13.6] | | | [removed: 12.5] [added: 13.0] | |

Rewritten

[removed: Twenty-six] [added: Twenty-seven] of our [removed: twenty-seven] [added: twenty-eight] insurance company subsidiaries rated by A.M. Best Company, Inc. (“A.M. Best”) have ratings of A+ (Superior) (the second highest rating out of 15 possible ratings), and one is rated A (Excellent) (the third highest rating).

Rewritten

The [removed: twenty-three] [added: twenty-four] insurance company subsidiaries rated by Standard & Poor's (“S&P”) have financial strength ratings of A+ (the seventh highest rating out of twenty-seven possible ratings).

Rewritten

[removed: Certain] [added: Excess & Surplus Lines: A number] of our Insurance-Domestic operating units [removed: underwrite risks within] [added: are dedicated to] the excess and surplus lines [removed: market and on an admitted basis.][added: market.]

Rewritten

[removed: The risks are] [added: They serve a] highly [removed: complex,] [added: diverse group of customers that] often [added: have complex risk or] unique exposures that typically fall outside the underwriting guidelines of the standard insurance [removed: market or are best served by specialized knowledge of a particular industry.][added: market.]

Rewritten

[removed: The lines] [added: Lines] of business underwritten by [removed: these] [added: our excess and surplus lines] operating units include premises operations, commercial automobile, property, [removed: general liability,] products liability and professional liability lines.

Rewritten

Each operating unit delivers [removed: their] [added: its] products through [removed: a variety of] [added: one or more] distribution channels, [added: including retail and wholesale agents, brokers, and managing general agents (MGAs),] depending on the customer [removed: base] and [added: the] particular risks insured.

Rewritten

[removed: Other] [added: These regionally focused] operating units provide [added: a broad array of commercial] insurance products [added: to customers primarily in 45 states] and [removed: services that meet] the [removed: specific needs] [added: District] of [removed: geographically differentiated customers by developing] [added: Columbia and have developed] expertise in [removed: the] niches that drive local communities.

Rewritten

Business is sold through [removed: a network of] non-exclusive independent agents who are compensated on a commission basis.

Rewritten

[removed: These operating units] [added: They] are organized [added: geographically] in [removed: a manner designed] [added: order] to provide them with the flexibility to adapt quickly to local market conditions and customer needs.

Rewritten

In addition to providing insurance products, certain [removed: of our] operating units also provide a wide variety of fee-based services, including claims, administrative and consulting services.

Rewritten

Berkley Aviation offers a wide range of aviation insurance [removed: products,] [added: products on a global basis,] including coverage for airlines, airplanes, helicopters, miscellaneous general aviation operations, non-owned aircraft, fixed-base operations, control towers, airports and other specialized niche programs.

Rewritten

[removed: It] [added: In the U.S., it] places its business on an admitted and non-admitted basis nationwide.

Rewritten

[added: The] Berkley Design Professional [added: division] specializes in [removed: professional liability insurance products and services for the design professional industry including] architects, engineers and consultants.

Rewritten

[removed: biotech] [added: It serves pharmaceutical and biologic/biotech] companies, medical device companies, dietary supplement manufacturers, medical and research software developers, contract service organizations, research institutions and organizations, and other related businesses.

Rewritten

Focusing on middle market accounts, it complements its standard writings with specialized products in areas such as [removed: social services and] construction.

Rewritten

It operates with a select group of agents in [removed: Washington, Oregon,] Idaho, [removed: Montana and] [added: Montana, Oregon,] Utah [added: and Washington] to sell and service property and casualty policies for larger middle-market standard businesses and [removed: the] specialty [removed: lines of agribusiness, motor carrier, petroleum distribution and] [added: lines, such as] construction.

Rewritten

Berkley Southeast offers a wide array of commercial lines products in six southeastern states: [removed: Mississippi,] Alabama, Georgia, [removed: Tennessee,] [added: Mississippi,] North [added: Carolina, South] Carolina and [removed: South Carolina.][added: Tennessee.]

Rewritten

Clermont Specialty Managers [removed: is a provider of] [added: provides] package insurance programs for high-end cooperative, condominium, and quality rental apartment buildings and upscale restaurants in the New York, New Jersey, Chicago and Washington, D.C. metropolitan markets, as well as other select markets.

Rewritten

In addition to its generalist portfolio, Continental Western offers specialty underwriting solutions for diversified agriculture, construction, light manufacturing, transportation, volunteer fire departments, rural utilities, [removed: collector cars,] public entity and implement dealers.

Rewritten

[removed: Through its division,] Berkley Agribusiness Risk [removed: Specialists, Continental Western] [added: Specialists] offers insurance for larger commercial risks across the United States involved in the supply, storage, handling, processing and distribution of commodities related to the agriculture and food industries.

Rewritten

Gemini Transportation is a national provider of excess liability insurance for various domestic surface transportation [removed: industry] businesses.

Rewritten

| Acadia Insurance | [removed: 8.4] [added: 7.8] | % | | [removed: 8.2] [added: 8.4] | % | | [removed: 8.6] [added: 8.2] | % | | [removed: 9.0] [added: 8.6] | % | | [removed: 9.2] [added: 9.0] | % |

Rewritten

| Admiral Insurance | [added: 5.7 | | |] 6.2 | | | 5.9 | | | 6.1 | | | 6.8 | | [removed: | 7.5 | |]

Rewritten

| American Mining [added: Insurance] | [removed: 0.8] [added: 0.9] | | | 0.8 | | | [removed: 0.9] [added: 0.8] | | | [removed: 1.0] [added: 0.9] | | | 1.0 | |

Rewritten

| Berkley Accident and Health | [added: 4.3 | | |] 3.4 | | | 3.0 | | | 3.6 | | | 3.3 | | [removed: | 2.2 | |]

Rewritten

| Berkley Aviation | [removed: 1.0] [added: 1.4] | | | 1.0 | | | [removed: 1.5] [added: 1.0] | | | [removed: 1.7] [added: 1.5] | | | [removed: 1.8] [added: 1.7] | |

Rewritten

| Berkley Custom Insurance | [removed: 2.8] [added: 3.3] | | | 2.8 | | | [removed: 0.7] [added: 2.8] | | | [removed: —] [added: 0.7] | | | — | |

Rewritten

| Berkley FinSecure | [removed: 0.8] [added: 1.2] | | | [removed: 0.9] [added: 0.8] | | | [removed: 0.8] [added: 0.9] | | | 0.8 | | | [removed: 0.5] [added: 0.8] | |

New in FY2015

The Insurance-Domestic operating units underwrite commercial insurance business primarily throughout the United States, although many units offer coverage globally, focusing on the following general areas:

New in FY2015

Products are generally distributed through wholesale agents and brokers.

New in FY2015

Industry Specialty: Certain other operating units focus on providing specialty coverages to customers within a particular industry that are best served by underwriters and claims professionals with specialized knowledge of that industry.

New in FY2015

They offer multiple lines of business with policies tailored to address these unique exposures, often with the flexibility of providing coverages on either an admitted or a non-admitted basis.

New in FY2015

Product Specialty: Other operating units in this segment specialize in providing specific lines of insurance coverage, such as workers’ compensation or professional liability, to a wide range of customers.

New in FY2015

They offer insurance products, analytical tools and risk management services such as loss control and claims management that enable clients to manage their risk appropriately.

New in FY2015

Business is typically written on an admitted basis, although some units may offer non-admitted products.

New in FY2015

Independent agents and brokers are the primary means of distribution.

New in FY2015

Regional: Certain Insurance-Domestic operating units offer standard insurance products and services through operating units focused on meeting the specific needs of a regionally differentiated customer base.

New in FY2015

Key clients of these units are small-to-midsized businesses.

New in FY2015

Berkley Alliance Managers specializes in professional liability for the design professional, construction professional and certified public accounting industries.

New in FY2015

In addition to professional liability, the Berkley Construction Professional division provides pollution liability and protective coverages to contractors and owners across all forms of non-environmental construction.

New in FY2015

Berkley Fire & Marine offers a broad range of preferred inland marine and related property risks and services to customers throughout the United States, both regionally and nationwide.

New in FY2015

Products are distributed through independent agents and brokers.

New in FY2015

Berkley Global Product Recall Management provides worldwide insurance protection and technical assistance to help clients with the prevention, management and indemnification of product recall and contamination events.

New in FY2015

Berkley Healthcare Professional provides customized, comprehensive professional liability solutions for the full spectrum of healthcare providers.

New in FY2015

| | 2015 | | | 2014 | | | 2013 | | | 2012 | | | 2011 | |

New in FY2015

| Berkley Agribusiness Risk Specialists | 1.0 | | | 1.1 | | | — | | | — | | | — | |

New in FY2015

| Berkley Alliance Managers | 0.8 | | | 0.1 | | | — | | | — | | | — | |

New in FY2015

| Berkley Fire and Marine | 0.4 | | | 0.2 | | | — | | | — | | | — | |

New in FY2015

| Berkley Global Product Recall Managers | — | | | — | | | — | | | — | | | — | |

New in FY2015

| Berkley Healthcare Professional | 0.2 | | | 0.2 | | | — | | | — | | | — | |

New in FY2015

| | 2015 | | | 2014 | | | 2013 | | | 2012 | | | 2011 | |

New in FY2015

___________________

New in FY2015

(1) Short-tail lines include commercial multi-peril (non-liability), inland marine, accident and health, fidelity and surety, boiler and machinery and other lines.

New in FY2015

Operating units comprising the Insurance-International Segment are as follows:

New in FY2015

Berkley International Seguros do Brasil provides surety products to small and medium-sized risks throughout Brazil.

New in FY2015

W. R. Berkley Europe is comprised of specialist operating units offering a focused range of insurance products to markets in Continental Europe and Nordic countries.

New in FY2015

W. R. Berkley Insurance Asia is expected to commence operations in 2016 and intends to underwrite general insurance business in Asia, including professional liability, specialty casualty, accident and marine business for companies of all sizes.

New in FY2015

W / R / B Underwriting provides a broad range of leading insurance products to the European marketplace, with a concentration in specialist classes of business including property, marine, professional indemnity, crisis management, aviation, personal accident and asset protection.

New in FY2015

The unit was established in 2015 by combining W. R. Berkley Syndicate 1967 with the U.K. and Irish branches of W. R. Berkley Insurance (Europe) Limited under a single brand.

New in FY2015

| | 2015 | | | 2014 | | | 2013 | | | 2012 | | | 2011 | |

New in FY2015

| W. R. Berkley Europe | 13.5 | | | 15.4 | | | 15.9 | | | 15.5 | | | 13.1 | |

New in FY2015

| W / R / B Underwriting | 38.9 | | | 39.4 | | | 38.5 | | | 39.7 | | | 39.6 | |

New in FY2015

| | 2015 | | | 2014 | | | 2013 | | | 2012 | | | 2011 | |

New in FY2015

___________________

New in FY2015

(1) Short-tail lines include commercial multi-peril (non-liability), inland marine, accident and health, fidelity and surety, boiler and machinery and other lines.

New in FY2015

Operating units comprising the Reinsurance-Global Segment are as follows:

New in FY2015

Berkley Re America provides treaty and facultative reinsurance solutions on a variety of product lines through reinsurance brokers to companies whose primary operations are within the United States and Canada.

New in FY2015

| | 2015 | | | 2014 | | | 2013 | | | 2012 | | | 2011 | |

Dropped from FY2014

Of these units, 24 have been formed since 2006.

Dropped from FY2014

The customers are highly diverse.

Dropped from FY2014

They provide commercial insurance products to customers primarily in 45 states and the District of Columbia.

Dropped from FY2014

Key clients of these units are small-to-mid-sized businesses and state and local governmental entities.

Dropped from FY2014

In addition, it has a specialized program for Certified Public Accountants (CPAs).

Dropped from FY2014

It serves pharmaceutical and biologic/

Dropped from FY2014

In 2013, it formed Berkley Fire & Marine as a division to offer a wider range of inland marine products nationwide to customers of the regional operating units.

Dropped from FY2014

| Berkley Design Professional | 0.1 | | | — | | | — | | | — | | | — | |

Dropped from FY2014

W. R. Berkley Insurance (Europe) is based in the United Kingdom, with branches in Spain, Ireland, Norway, Sweden and Germany.

Dropped from FY2014

Its product offering includes professional indemnity, directors' and officers' liability, medical malpractice, general liability, personal accident and travel, engineering and construction.

Dropped from FY2014

It also offers expertise in marine, cargo, and commercial property and casualty packages.

Dropped from FY2014

W. R. Berkley Syndicate 1967 at Lloyd's focuses on lines of business more global in nature and where access to the Lloyd's distribution platform allows us to further expand our international reach.

Dropped from FY2014

It works actively with select W. R. Berkley Corporation member companies to access business for which the Lloyd's platform is best suited.

Dropped from FY2014

Syndicate 1967's book of business includes accident, commercial property and a specialized book of marine business.

Dropped from FY2014

Through its division Berkley Asset Protection, it provides products that protect high-value commercial and personal assets, including fine art.

Dropped from FY2014

| W. R. Berkley Insurance (Europe) | 31.3 | | | 31.5 | | | 32.8 | | | 31.3 | | | 32.7 | |

Dropped from FY2014

| W. R. Berkley Syndicate 1967 | 23.5 | | | 22.9 | | | 22.4 | | | 21.5 | | | 16.3 | |

Dropped from FY2014

____________________________________

Dropped from FY2014

Berkley Re America is a specialty treaty reinsurance underwriter with an emphasis on providing solutions for insurance companies, or units within insurance companies, that have a successful business model built upon specialization in the products they underwrite.

Dropped from FY2014

Its lines of business include general and products liability, environmental liability, professional liability, medical malpractice, automobile, umbrella and excess liability, workers' compensation, and property.

Dropped from FY2014

Facultative ReSources is a broker market casualty, professional liability and property facultative underwriter based in Stamford, Connecticut.

Dropped from FY2014

It provides expertise across many lines of facultative business, and has recently broadened its expertise in a number of specialized areas, including professional liability and property hazards in emerging technologies.

Dropped from FY2014

| Berkley Re America | 49.4 | % | | 43.7 | % | | 45.9 | % | | 49.9 | % | | 53.6 | % |

Dropped from FY2014

| Facultative ReSources | 10.9 | | | 8.6 | | | 8.4 | | | 7.9 | | | 11.6 | |

Dropped from FY2014

At December 31, 2014, the fixed maturity portfolio had an average duration of 3.2 years.

Dropped from FY2014

We discount our liabilities for excess workers’ compensation business and the workers’ compensation portion of our reinsurance business because of the long period of time over which losses are paid.

Dropped from FY2014

Discounting is intended to appropriately match losses and loss expenses to income earned on investment securities supporting the liabilities.

Dropped from FY2014

For proportional business, reserves for losses and loss expenses have been discounted at the statutory rate permitted by the Department of Insurance of the State of Delaware of 2%.

Dropped from FY2014

To date, known asbestos and environmental claims at our insurance company subsidiaries have not had a material impact on our operations.

Dropped from FY2014

Net paid losses and loss expenses for reported asbestos and environmental claims were approximately $3 million, $3 million and $2 million in 2014, 2013 and 2012, respectively.

Dropped from FY2014

| Ceded reserves | 1,399,060 | | |

Dropped from FY2014

| Other | (55 | | ) |

Dropped from FY2014

| Cumulative redundancy (deficiency), undiscounted | | $ | (829 | ) | | $ | (338 | ) | | $ | 220 | | | $ | 476 | | | $ | 626 | | | $ | 637 | | | $ | 498 | | | $ | 292 | | | $ | 139 | | | $ | 117 | | | $ | — | |

Dropped from FY2014

| Gross cumulative redundancy (deficiency) | | $ | (852 | ) | | $ | (328 | ) | | $ | 230 | | | $ | 516 | | | $ | 634 | | | $ | 583 | | | $ | 445 | | | $ | 261 | | | $ | 102 | | | $ | 146 | | | — | | |

Dropped from FY2014

Typically, such statutes require that we periodically file information with

Dropped from FY2014

The National Association of Insurance Commissioners (“NAIC”) adopted amendments to the model holding company law in 2010, expanding upon the regulation of holding company systems (the "2010 Amendments").

Dropped from FY2014

The 2010 Amendments include increased group-level reporting requirements, submission of an annual enterprise risk report by a regulated insurance company's ultimate controlling person and increased information made accessible to regulators regarding an insurer's non-insurer affiliates.

Dropped from FY2014

The 2010 Amendments must be adopted by the individual state legislatures and insurance regulators in order to be effective.

Dropped from FY2014

To date, 39 states have adopted them, and in order to maintain compliance with NAIC standards, the remaining states must adopt them in whole or substantial part by January 2016.

Dropped from FY2014

The ORSA Model Act must be adopted by the individual state legislature and insurance regulators in order to be effective.

An excerpt. Shown here: 40 of 246 rewritten, 40 of 98 added and 40 of 48 removed. The counts are complete. For every sentence, read Item 1. BUSINESS in the FY2015 filing and the FY2014 filing.

Cover and table of contents

29 rewritten, 1 added, 1 removed, 159 unchanged

Rewritten

For the fiscal year ended December 31, [removed: 2014][added: 2015]

Rewritten

The aggregate market value of the voting and non-voting common stock held by non-affiliates (computed by reference to the price at which the common stock was last sold) as of the last business day of the registrant’s most recently completed second fiscal quarter was [removed: $5,097,062,590.][added: $5,048,029,512.]

Rewritten

Number of shares of common stock, $.20 par value, outstanding as of February [removed: 23, 2015: 125,810,616][added: 17, 2016: 122,586,752]

Rewritten

Portions of the Company’s definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2014,] [added: 2015,] are incorporated herein by reference in Part III.

Rewritten

| [SAFE HARBOR [removed: STATEMENT](#s2356F4056F7351D280AD455845E0C055)] [added: STATEMENT](#s0054109E97FE592F9C15C0B5C33CF19C)] | | | |

Rewritten

| ITEM | 1. | [removed: [BUSINESS](#sE722A74190725819BC44EE09DF63784D)] [added: [BUSINESS](#sD2DA0861A2345DFEA317194B96C5FB37)] | [removed: [1](#sE722A74190725819BC44EE09DF63784D)] [added: [1](#sD2DA0861A2345DFEA317194B96C5FB37)] |

Rewritten

| ITEM | 1A. | [RISK [removed: FACTORS](#s744221B0E91951028835CB380B1529AF)] [added: FACTORS](#sA503BD5613015ABDB756DDC8A2D09AC9)] | [removed: [19](#s744221B0E91951028835CB380B1529AF)] [added: [20](#sA503BD5613015ABDB756DDC8A2D09AC9)] |

Rewritten

| ITEM | 1B. | [UNRESOLVED STAFF [removed: COMMENTS](#s5646713A99F65856B40FCBE0E386219F)] [added: COMMENTS](#s7ED546922690503CADE65CA700A795EF)] | [removed: [27](#s5646713A99F65856B40FCBE0E386219F)] [added: [27](#s7ED546922690503CADE65CA700A795EF)] |

Rewritten

| ITEM | 2. | [removed: [PROPERTIES](#sE01B1EAE28CE5BB1BDCACC71B5897494)] [added: [PROPERTIES](#sED04178E447A51B39A0BD109ED59C51E)] | [removed: [27](#sE01B1EAE28CE5BB1BDCACC71B5897494)] [added: [28](#sED04178E447A51B39A0BD109ED59C51E)] |

Rewritten

| ITEM | 3. | [LEGAL [removed: PROCEEDINGS](#sECE65B22B7B9583C844D5A7B81079A94)] [added: PROCEEDINGS](#sAF838434E5EF5D4BB8F4657112BF309D)] | [removed: [27](#sECE65B22B7B9583C844D5A7B81079A94)] [added: [28](#sAF838434E5EF5D4BB8F4657112BF309D)] |

Rewritten

| ITEM | 4. | MINE SAFETY DISCLOSURES | [removed: [27](#sCBD2AB40318955E0A2D2B32C2FF6584C)] [added: [28](#s14D3BF02E39254FC8E5C2669234E1F22)] |

Rewritten

| ITEM | 5. | [MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY [removed: SECURITIES](#sB2183B404EA45FD9A974C1438CC59270)] [added: SECURITIES](#sDC115828EFCF5EF8A0C350EC7A6406F5)] | [removed: [28](#sB2183B404EA45FD9A974C1438CC59270)] [added: [29](#sDC115828EFCF5EF8A0C350EC7A6406F5)] |

Rewritten

| ITEM | 6. | [SELECTED FINANCIAL [removed: DATA](#s8482E9B2F14C50D0BBE79C5738F01248)] [added: DATA](#s0AED072FBFA058B19391BEFDB89DCC1B)] | [removed: [29](#s8482E9B2F14C50D0BBE79C5738F01248)] [added: [30](#s0AED072FBFA058B19391BEFDB89DCC1B)] |

Rewritten

| ITEM | 7. | [MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF [removed: OPERATIONS](#s236DABA1620A514B865888E95026AE99)] [added: OPERATIONS](#s877EECE95DC5590EBF9B0F805B2B9DAB)] | [removed: [29](#s236DABA1620A514B865888E95026AE99)] [added: [31](#s877EECE95DC5590EBF9B0F805B2B9DAB)] |

Rewritten

| ITEM | 7A. | [QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET [removed: RISK](#s7F0393ED334856FB9C73784AE922D2FE)] [added: RISK](#sA7FCA7B6CDD1534C9DD305750AC407A3)] | [removed: [52](#s7F0393ED334856FB9C73784AE922D2FE)] [added: [54](#sA7FCA7B6CDD1534C9DD305750AC407A3)] |

Rewritten

| ITEM | 8. | [FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA](#sBAAB4DEF783D5A9CA3E51A7FF4BAA412)] [added: DATA](#s175C7D0B21B35066914E52D8AC3A2D6F)] | [removed: [53](#sBAAB4DEF783D5A9CA3E51A7FF4BAA412)] [added: [55](#s175C7D0B21B35066914E52D8AC3A2D6F)] |

Rewritten

| ITEM | 9. | [CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL [removed: DISCLOSURE](#sEEEAAC92AA0D5AB7963E306FE2F3D9E7)] [added: DISCLOSURE](#sB7CAAD7535C554FCB8BE81FFA6904754)] | [removed: [86](#sEEEAAC92AA0D5AB7963E306FE2F3D9E7)] [added: [89](#sB7CAAD7535C554FCB8BE81FFA6904754)] |

Rewritten

| ITEM | 9A. | [CONTROLS AND [removed: PROCEDURES](#s393CA19E0DC7559884A7AD68B5A1A64C)] [added: PROCEDURES](#s862F7F4C2FC1538584905FED2BF1EF90)] | [removed: [86](#s393CA19E0DC7559884A7AD68B5A1A64C)] [added: [90](#s862F7F4C2FC1538584905FED2BF1EF90)] |

Rewritten

| ITEM | 9B. | [OTHER [removed: INFORMATION](#sDF8453CCD70A5816B1380DA423F2E1A6)] [added: INFORMATION](#sE46BE54FC839527BB010E8117C3018E0)] | [removed: [89](#sDF8453CCD70A5816B1380DA423F2E1A6)] [added: [93](#sE46BE54FC839527BB010E8117C3018E0)] |

Rewritten

| ITEM | 10. | [DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE [removed: GOVERNANCE](#s324A36DCF9C45471875989D4B9DB0390)] [added: GOVERNANCE](#s021E41DD21E353CBBED5578CED4BDBC3)] | [removed: [89](#s324A36DCF9C45471875989D4B9DB0390)] [added: [93](#s021E41DD21E353CBBED5578CED4BDBC3)] |

Rewritten

| ITEM | 11. | [EXECUTIVE [removed: COMPENSATION](#s8833B1C162155DD28764ABEBD9B10ED1)] [added: COMPENSATION](#s294EB0CB1C125E77BE56147835A3601D)] | [removed: [89](#s8833B1C162155DD28764ABEBD9B10ED1)] [added: [93](#s294EB0CB1C125E77BE56147835A3601D)] |

Rewritten

| ITEM | 12. | [SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER [removed: MATTERS](#sC1659F4F63FB5E59B1AE4181A0D165F6)] [added: MATTERS](#s1F245D2F02F15050B4BFADC00A48BBC3)] | [removed: [89](#sC1659F4F63FB5E59B1AE4181A0D165F6)] [added: [93](#s1F245D2F02F15050B4BFADC00A48BBC3)] |

Rewritten

| ITEM | 13. | [CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR [removed: INDEPENDENCE](#sE6DF74C90639593488434EB4057C5723)] [added: INDEPENDENCE](#sBDC83B2886F65BD0BACA2023C6A9CD7A)] | [removed: [89](#sE6DF74C90639593488434EB4057C5723)] [added: [93](#sBDC83B2886F65BD0BACA2023C6A9CD7A)] |

Rewritten

| ITEM | 14. | [PRINCIPAL ACCOUNTING FEES AND [removed: SERVICES](#sE9BB4DEA58DB539F93F0566444057929)] [added: SERVICES](#sE4B91AAAF5725E62942B17451952E737)] | [removed: [89](#sE9BB4DEA58DB539F93F0566444057929)] [added: [93](#sE4B91AAAF5725E62942B17451952E737)] |

Rewritten

| ITEM | 15. | [EXHIBITS, FINANCIAL STATEMENT [removed: SCHEDULES](#s347E030C0237576781B5E0C14DF4B913)] [added: SCHEDULES](#s91F2B3CC50415660AA9E769EA90D29B0)] | [removed: [89](#s347E030C0237576781B5E0C14DF4B913)] [added: [93](#s91F2B3CC50415660AA9E769EA90D29B0)] |

Rewritten

| | This is a “Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995. This document may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Some of the forward-looking statements can be identified by the use of forward-looking words such as “believes,” “expects,” “potential,” “continued,” “may,” “will,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of those words or other comparable words. Any forward-looking statements contained in this report including statements related to our outlook for the industry and for our performance for the year [removed: 2015] [added: 2016] and beyond, are based upon our historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by us that the future plans, estimates or expectations contemplated by us will be achieved. They are subject to various risks and uncertainties, including but not limited to: |

Rewritten

| • | our retention under the Terrorism Risk Insurance [added: Program Reauthorization] Act of [removed: 2002, as amended ("TRIA");] [added: 2015 ("TRIPRA");] |

Rewritten

| • | the ability [added: or willingness] of our reinsurers to pay reinsurance recoverables owed to us; |

Rewritten

These risks and uncertainties could cause our actual results for the year [removed: 2015] [added: 2016] and beyond to differ materially from those expressed in any forward-looking statement we make.

New in FY2015

10-K 1 wrb1231201510k.htm 10-K WRB 12.31.15

Dropped from FY2014

10-K 1 wrb1231201410k.htm 10-K

Item 2. PROPERTIES

3 rewritten, 0 added, 0 removed, 1 unchanged

Rewritten

At December 31, [removed: 2014,] [added: 2015,] the Company had aggregate office space of [removed: 4,117,482] [added: 3,892,994] square feet, of which [removed: 1,081,014] [added: 1,066,705] were owned and [removed: 3,036,468] [added: 2,826,288] were leased.

Rewritten

Rental expense for the Company's operations was approximately [removed: $45,189,000, $44,752,000] [added: $46,271,000, $45,198,000] and [removed: $38,179,000] [added: $44,752,000] for [removed: 2014, 2013] [added: 2015, 2014] and [removed: 2012,] [added: 2013,] respectively.

Rewritten

Future minimum lease payments, without provision for sublease income, are [removed: $41,210,000] [added: $42,470,000] in [removed: 2015, $36,547,000] [added: 2016, $39,443,000] in [removed: 2016] [added: 2017] and [removed: $161,209,000] [added: $200,636,000] thereafter.

Item 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

2 rewritten, 8 added, 13 removed, 12 unchanged

Rewritten

The closing price of the common stock on February [removed: 23, 2015] [added: 18, 2016] as reported on the New York Stock Exchange was [removed: $50.16] [added: $52.17] per share.

Rewritten

The approximate number of record holders of the common stock on February [removed: 23, 2015] [added: 17, 2016] was [removed: 390.][added: 364.]

New in FY2015

| 2015: | | | | | | | | | |

New in FY2015

| Fourth Quarter | $ | 57.27 | | | $ | 52.36 | | | $0.12 |

New in FY2015

| Third Quarter | 58.46 | | | | 51.91 | | | | 0.12 |

New in FY2015

| Second Quarter | 53.40 | | | | 48.72 | | | | 0.12 |

New in FY2015

| First Quarter | 51.78 | | | | 47.45 | | | | 0.11 |

New in FY2015

__________________

New in FY2015

The Company did not repurchase any of its shares during the fourth quarter of 2015.

New in FY2015

The maximum number of shares the Company is authorized to repurchase as of December 31, 2015 under its current share repurchase program is 9,246,978.

Dropped from FY2014

| 2013: | | | | | | | | | |

Dropped from FY2014

| Fourth Quarter | $ | 45.00 | | | $ | 41.89 | | | $0.10 |

Dropped from FY2014

| Third Quarter | 44.88 | | | | 40.42 | | | | 0.10 |

Dropped from FY2014

| Second Quarter | 45.59 | | | | 39.62 | | | | 0.10 |

Dropped from FY2014

| First Quarter | 44.40 | | | | 38.03 | | | | 0.09 |

Dropped from FY2014

_________

Dropped from FY2014

Set forth below is a summary of the shares repurchased by the Company during the fourth quarter of 2014 and the remaining number of shares authorized for purchase by the Company during such period.

Dropped from FY2014

| | | | | | | | | | | | | |

Dropped from FY2014

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

Dropped from FY2014

| | Total Number of Shares Purchased | | | Average Price Paid per Share | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | | Maximum Number of Shares that may yet be Purchased Under the Plans or Programs | |

Dropped from FY2014

| October 2014 | — | | | $ | — | | | — | | | 7,355,582 | |

Dropped from FY2014

| November 2014 | 148,605 | | | 50.96 | | | | 148,605 | | | 7,206,977 | |

Dropped from FY2014

| December 2014 | 120,860 | | | 49.92 | | | | 120,860 | | | 7,186,117 | |

Item 6. SELECTED FINANCIAL DATA

25 rewritten, 0 added, 0 removed, 6 unchanged

Rewritten

| (In thousands, except per share data) | [added: 2015 | | |] 2014 | | | 2013 | | | 2012 | | | 2011 | | [removed: | 2010 | |]

Rewritten

| Net premiums written | [added: $6,189,515 | | |] $5,996,947 | | | $5,500,173 | | | $4,898,539 | | | $4,357,368 | | [removed: | $3,850,926 | |]

Rewritten

| Net premiums earned | [added: 6,040,609 | | |] 5,744,418 | | | 5,226,537 | | | 4,673,516 | | | 4,160,867 | | [removed: | 3,835,582 | |]

Rewritten

| Net investment income | [added: 512,645 | | |] 600,885 | | | 544,291 | | | 586,763 | | | 526,351 | | [removed: | 530,525 | |]

Rewritten

| Insurance service fees | [added: 139,440 | | |] 117,443 | | | 107,513 | | | 103,133 | | | 92,843 | | [removed: | 85,405 | |]

Rewritten

| Net investment gains | [added: 92,324 | | |] 254,852 | | | 121,544 | | | 210,465 | | | 125,481 | | [removed: | 56,581 | |]

Rewritten

| Revenues from wholly-owned investees | [added: 421,102 | | |] 410,022 | | | 407,623 | | | 247,113 | | | 248,678 | | [removed: | 214,454 | |]

Rewritten

| Total revenues | [added: 7,206,457 | | |] 7,128,928 | | | 6,408,534 | | | 5,823,554 | | | 5,155,984 | | [removed: | 4,724,069 | |]

Rewritten

| Interest expense | [added: 130,946 | | |] 128,174 | | | 123,177 | | | 126,302 | | | 112,512 | | [removed: | 106,969 | |]

Rewritten

| Income before income taxes | [added: 732,030 | | |] 952,196 | | | 698,888 | | | 701,928 | | | 513,086 | | [removed: | 598,910 | |]

Rewritten

| Income tax expense | [removed: (302,593] [added: (227,923] | ) | | [removed: (193,587] [added: (302,593] | ) | | [removed: (191,285] [added: (193,587] | ) | | [removed: (121,945] [added: (191,285] | ) | | [removed: (152,226] [added: (121,945] | ) |

Rewritten

| Noncontrolling interests | [added: (413 | ) | |] (719 | ) | | (5,376 | ) | | (51 | ) | | 70 | | [removed: | (279 | ) |]

Rewritten

| Net income to common stockholders | [added: 503,694 | | |] 648,884 | | | 499,925 | | | 510,592 | | | 391,211 | | [removed: | 446,405 | |]

Rewritten

| Net income per basic share | [added: 4.06 | | |] 5.07 | | | 3.69 | | | 3.72 | | | 2.80 | | [removed: | 3.00 | |]

Rewritten

| Net income per diluted share | [added: 3.87 | | |] 4.86 | | | 3.55 | | | 3.56 | | | 2.69 | | [removed: | 2.88 | |]

Rewritten

| Common stockholders’ equity | [added: 37.31 | | |] 36.21 | | | 32.79 | | | 31.66 | | | 28.75 | | [removed: | 25.89 | |]

Rewritten

| Cash dividends declared | [added: 0.47 | | |] 1.43 | | | 0.39 | | | 1.35 | | | 0.31 | | [removed: | 0.27 | |]

Rewritten

| Basic | [added: 124,040 | | |] 127,874 | | | 135,305 | | | 137,097 | | | 139,688 | | [removed: | 148,752 | |]

Rewritten

| Diluted | [added: 130,189 | | |] 133,652 | | | 140,743 | | | 143,315 | | | 145,672 | | [removed: | 155,081 | |]

Rewritten

| Investments | [added: $15,351,467 | | |] $15,591,824 | | | $14,548,630 | | | $14,467,440 | | | $13,439,518 | | [removed: | $12,995,393 | |]

Rewritten

| Total assets | [added: 21,730,967 | | |] 21,716,691 | | | 20,551,796 | | | 20,155,896 | | | 18,403,873 | | [removed: | 17,477,070 | |]

Rewritten

| Reserves for losses and loss expenses | [added: 10,669,150 | | |] 10,369,701 | | | 10,080,941 | | | 9,751,086 | | | 9,337,134 | | [removed: | 9,016,549 | |]

Rewritten

| Senior notes and other debt | [added: 1,844,621 | | |] 2,115,527 | | | 1,692,442 | | | 1,871,535 | | | 1,500,503 | | [removed: | 1,500,419 | |]

Rewritten

| Subordinated debentures | [added: 340,320 | | |] 340,060 | | | 339,800 | | | 243,206 | | | 242,997 | | [removed: | 242,784 | |]

Rewritten

| Common stockholders’ equity | [added: 4,600,246 | | |] 4,589,945 | | | 4,336,035 | | | 4,306,217 | | | 3,953,356 | | [removed: | 3,651,399 | |]

Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

449 rewritten, 249 added, 160 removed, 636 unchanged

Rewritten

We have audited the accompanying consolidated balance sheets of W. R. Berkley Corporation and subsidiaries as of December 31, [removed: 2014] [added: 2015] and [removed: 2013,] [added: 2014,] and the related consolidated statements of income, comprehensive income, stockholders' equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2014.][added: 2015.]

Rewritten

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of W. R. Berkley Corporation and subsidiaries as of December 31, [removed: 2014] [added: 2015] and [removed: 2013,] [added: 2014,] and the results of their operations and their cash flows for each of the years in the three-year period ended December 31, [removed: 2014,] [added: 2015,] in conformity with U.S. generally accepted accounting principles.

Rewritten

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), W. R. Berkley Corporation's internal control over financial reporting as of December 31, [removed: 2014,] [added: 2015,] based on criteria established in Internal Control - Integrated Framework [removed: (1992)] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated February [removed: 27, 2015] [added: 22, 2016] expressed an unqualified opinion on the effectiveness of the Company's internal control over financial reporting.

Rewritten

| (In thousands, except per share data) | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | | | [removed: 2012] [added: 2013] | | |

Rewritten

| Net premiums written | $ | [removed: 5,996,947] [added: 6,189,515] | | | $ | [removed: 5,500,173] [added: 5,996,947] | | | $ | [removed: 4,898,539] [added: 5,500,173] | |

Rewritten

| Change in net unearned premiums | [removed: (252,529] [added: (148,906] | | ) | | [removed: (273,636] [added: (252,529] | | ) | | [removed: (225,023] [added: (273,636] | | ) |

Rewritten

| Net premiums earned | [removed: 5,744,418] [added: 6,040,609] | | | | [removed: 5,226,537] [added: 5,744,418] | | | | [removed: 4,673,516] [added: 5,226,537] | | |

Rewritten

| Net investment income | [removed: 600,885] [added: 512,645] | | | | [removed: 544,291] [added: 600,885] | | | | [removed: 586,763] [added: 544,291] | | |

Rewritten

| Insurance service fees | [removed: 117,443] [added: 139,440] | | | | [removed: 107,513] [added: 117,443] | | | | [removed: 103,133] [added: 107,513] | | |

Rewritten

| Net realized gains on investment sales | [removed: 254,852] [added: 125,633] | | | | [removed: 127,586] [added: 254,852] | | | | [removed: 201,451] [added: 127,586] | | |

Rewritten

| Other-than-temporary impairments [removed: and change in valuation allowance] | [removed: —] [added: (33,309] | | [added: )] | | [removed: (6,042] [added: —] | | [removed: )] | | [removed: 9,014] [added: (6,042] | | [added: )] |

Rewritten

| Net investment gains | [removed: 254,852] [added: 92,324] | | | | [removed: 121,544] [added: 254,852] | | | | [removed: 210,465] [added: 121,544] | | |

Rewritten

| Revenues from wholly-owned investees | [removed: 410,022] [added: 421,102] | | | | [removed: 407,623] [added: 410,022] | | | | [removed: 247,113] [added: 407,623] | | |

Rewritten

| Other income | [removed: 1,308] [added: 337] | | | | [removed: 1,026] [added: 1,308] | | | | [removed: 2,564] [added: 1,026] | | |

Rewritten

| Total revenues | [removed: 7,128,928] [added: 7,206,457] | | | | [removed: 6,408,534] [added: 7,128,928] | | | | [removed: 5,823,554] [added: 6,408,534] | | |

Rewritten

| Losses and loss expenses | [removed: 3,490,567] [added: 3,656,270] | | | | [removed: 3,197,024] [added: 3,490,567] | | | | [removed: 2,948,479] [added: 3,197,024] | | |

Rewritten

| Other operating costs and expenses | [removed: 2,157,456] [added: 2,289,750] | | | | [removed: 2,000,684] [added: 2,157,456] | | | | [removed: 1,799,623] [added: 2,000,684] | | |

Rewritten

| Expenses from wholly-owned investees | [removed: 400,535] [added: 397,461] | | | | [removed: 388,761] [added: 400,535] | | | | [removed: 247,222] [added: 388,761] | | |

Rewritten

| Interest expense | [removed: 128,174] [added: 130,946] | | | | [removed: 123,177] [added: 128,174] | | | | [removed: 126,302] [added: 123,177] | | |

Rewritten

| Total operating costs and expenses | [removed: 6,176,732] [added: 6,474,427] | | | | [removed: 5,709,646] [added: 6,176,732] | | | | [removed: 5,121,626] [added: 5,709,646] | | |

Rewritten

| Income before income taxes | [removed: 952,196] [added: 732,030] | | | | [removed: 698,888] [added: 952,196] | | | | [removed: 701,928] [added: 698,888] | | |

Rewritten

| Income tax expense | [removed: (302,593] [added: (227,923] | | ) | | [removed: (193,587] [added: (302,593] | | ) | | [removed: (191,285] [added: (193,587] | | ) |

Rewritten

| Net income before noncontrolling interests | [removed: 649,603] [added: 504,107] | | | | [removed: 505,301] [added: 649,603] | | | | [removed: 510,643] [added: 505,301] | | |

Rewritten

| Noncontrolling interests | [removed: (719] [added: (413] | | ) | | [removed: (5,376] [added: (719] | | ) | | [removed: (51] [added: (5,376] | | ) |

Rewritten

| Net income to common stockholders | $ | [removed: 648,884] [added: 503,694] | | | $ | [removed: 499,925] [added: 648,884] | | | $ | [removed: 510,592] [added: 499,925] | |

Rewritten

| Basic | $ | [removed: 5.07] [added: 4.06] | | | $ | [removed: 3.69] [added: 5.07] | | | $ | [removed: 3.72] [added: 3.69] | |

Rewritten

| Diluted | $ | [removed: 4.86] [added: 3.87] | | | $ | [removed: 3.55] [added: 4.86] | | | $ | [removed: 3.56] [added: 3.55] | |

Rewritten

| (In thousands) | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | | | [removed: 2012] [added: 2013] | | |

Rewritten

| Net income before noncontrolling interests | $ | [removed: 649,603] [added: 504,107] | | | $ | [removed: 505,301] [added: 649,603] | | | $ | [removed: 510,643] [added: 505,301] | |

Rewritten

| Change in unrealized translation adjustments | [removed: (62,125] [added: (124,744] | | ) | | [removed: (23,848] [added: (62,125] | | ) | | [removed: 24,563] [added: (23,848] | | [added: )] |

Rewritten

| Change in unrealized investment gains (losses), net of taxes | [removed: 49,666] [added: (125,542] | | [added: )] | | [removed: (261,064] [added: 49,666] | | [removed: )] | | [removed: 87,316] [added: (261,064] | | [added: )] |

Rewritten

| Change in unrecognized pension obligation, net of taxes | [removed: 6,651] [added: —] | | | | [removed: 8,700] [added: 6,651] | | | | [removed: (1,022] [added: 8,700] | | [removed: )] |

Rewritten

| Other comprehensive [removed: income (loss)] [added: loss] | [removed: (5,808] [added: (250,286] | | ) | | [removed: (276,212] [added: (5,808] | | ) | | [removed: 110,857] [added: (276,212] | | [added: )] |

Rewritten

| Comprehensive income | [removed: 643,795] [added: 253,821] | | | | [removed: 229,089] [added: 643,795] | | | | [removed: 621,500] [added: 229,089] | | |

Rewritten

| Comprehensive income to the noncontrolling interest | [removed: (752] [added: (375] | | ) | | [removed: (5,404] [added: (752] | | ) | | [removed: (128] [added: (5,404] | | ) |

Rewritten

| Comprehensive income to common shareholders | $ | [removed: 643,043] [added: 253,446] | | | $ | [removed: 223,685] [added: 643,043] | | | $ | [removed: 621,372] [added: 223,685] | |

Rewritten

| (In thousands, except share data) | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | |

Rewritten

| Fixed maturity securities | $ | [removed: 12,705,160] [added: 12,444,394] | | | $ | [removed: 11,616,844] [added: 12,705,160] | |

Rewritten

| Investment funds | [removed: 1,211,401] [added: 1,170,040] | | | | [removed: 1,067,495] [added: 1,211,401] | | |

Rewritten

| Real estate | [removed: 731,612] [added: 936,367] | | | | [removed: 715,242] [added: 731,612] | | |

New in FY2015

February 22, 2016

New in FY2015

| Net income to common stockholders | $ | 503,694 | | | $ | 648,884 | | | $ | 499,925 | |

New in FY2015

Insurance service fee revenue represents servicing fees for program administration and claims management services provided by the Company, including workers compensation assigned risk plans, as well as insurance brokerage and risk management services.

New in FY2015

Fees for program administration, claims management and risk management services are primarily recognized ratably over the related contract period for which the underlying services are rendered.

New in FY2015

Commissions for insurance brokerage are generally recognized when the underlying insurance policy is effective.

New in FY2015

Compensation cost is recognized for financial reporting purposes over the period in which the employee is required to provide service in exchange for the award (generally the vesting period).

New in FY2015

The accounting and reporting standards that became effective in 2015 were either not applicable to the Company or their adoption did not have a material impact on the Company.

New in FY2015

Accounting and reporting standards that are not yet effective:

New in FY2015

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, Revenue from Customers.

New in FY2015

ASU 2014-09 clarifies the principles for recognizing revenue.

New in FY2015

While insurance contracts

New in FY2015

are not within the scope of this updated guidance, the Company’s insurance service fee revenue will be subject to this updated guidance.

New in FY2015

The updated guidance requires an entity to recognize revenue as performance obligations are met, in order to reflect the transfer of promised goods or services to customers in an amount that reflects the consideration the entity is entitled to receive for those goods or services.

New in FY2015

The updated guidance, as amended by ASU 2015-14, is effective for public business entities for annual and interim reporting periods beginning after December 15, 2017.

New in FY2015

The adoption of this guidance is not expected to have a material effect on the Company’s financial condition or results of operations.

New in FY2015

In February 2015, the FASB issued ASU 2015-02, Consolidation.

New in FY2015

ASU 2015-02 makes targeted amendments to the current consolidation accounting guidance, in response to accounting complexity concerns.

New in FY2015

The guidance simplifies consolidation accounting by reducing the number of approaches to consolidation.

New in FY2015

The updated guidance is effective for annual and interim reporting periods beginning after December 15, 2015.

New in FY2015

The adoption of this guidance is not expected to have a material effect on the Company’s financial condition or results of operations, but will result in additional disclosures.

New in FY2015

In May 2015, the FASB issued ASU 2015-09, Disclosures about Short-Duration Contracts.

New in FY2015

ASU 2015-09 requires companies that issue short duration insurance contracts to disclose additional information, including: (i) incurred and paid claims development tables; (ii) frequency and severity of claims; and (iii) information about material changes in judgments made in calculating the liability for unpaid claim adjustment expenses, including reasons for the change and the effects on the financial statements.

New in FY2015

ASU 2015-09 is effective for annual periods beginning after December 15, 2015, and interim periods within annual periods beginning after December 15, 2016.

New in FY2015

The amendments in ASU 2015-09 should be applied retrospectively by providing comparative disclosures for each period presented, except for those requirements that apply only to the current period.

New in FY2015

As the requirements of this literature are disclosure only, the adoption of this guidance will not impact our financial condition or results of operations.

New in FY2015

In January 2016, the FASB issued ASU 2016-01, Financial Instruments.

New in FY2015

ASU 2016-01 amends the accounting guidance for financial instruments to require all equity investments to be measured at fair value with changes in the fair value recognized through net income (other than those accounted for under equity method of accounting or those that result in consolidation of the investee).

New in FY2015

The updated guidance is effective for public business entities for annual reporting periods beginning after December 15, 2017 and interim periods within those years.

New in FY2015

The adoption of this guidance is not expected to have a material effect on the Company’s financial condition upon adoption, but will impact results of operations after adoption of this guidance as unrealized gains and losses on equity securities will no longer be reported directly in AOCI, but will instead be reported in net income.

New in FY2015

In 2015, the Company acquired an aviation systems company for $8 million.

New in FY2015

| (In thousands) | 2014 | | |

New in FY2015

| | | | |

New in FY2015

| Beginning of period | $ | 306,199 | | | $ | (122,649 | ) | | $ | — | | | $ | 183,550 | |

New in FY2015

| Other comprehensive income (loss) before reclassifications | (119,994 | | ) | | (124,744 | | ) | | — | | | | (244,738 | | ) |

New in FY2015

| Other comprehensive income (loss) | (125,542 | | ) | | (124,744 | | ) | | — | | | | (250,286 | | ) |

New in FY2015

| Ending balance | $ | 180,695 | | | $ | (247,393 | ) | | $ | — | | | $ | (66,698 | ) |

New in FY2015

| Pre-tax | $ | (8,535 | ) | (1) | $ | — | | | $ | — | | | $ | (8,535 | ) |

New in FY2015

| Tax effect | 2,987 | | | (2) | — | | | | — | | | | 2,987 | | |

New in FY2015

| Pre-tax | $ | (192,186 | ) | | $ | (124,744 | ) | | $ | — | | | $ | (316,930 | ) |

New in FY2015

| Tax effect | 66,644 | | | | — | | | | — | | | | 66,644 | | |

Dropped from FY2014

February 27, 2015

Dropped from FY2014

| | | | | | | | | | | | |

Dropped from FY2014

| | | | | | | | |

Dropped from FY2014

| --- | --- | --- | --- | --- | --- | --- | --- |

Dropped from FY2014

| Deferred federal and foreign income taxes | 37,452 | | | | — | | |

Dropped from FY2014

| Cash and cash equivalents at beginning of year | 839,738 | | | | 905,670 | | | | 911,742 | | |

Dropped from FY2014

Income and expenses from

Dropped from FY2014

In January 2014, the Financial Accounting Standards Board issued guidance relating to Accounting for Investments in Qualified Affordable Housing Projects.

Dropped from FY2014

This guidance modified the amortization method on these investments and the statement of operations classification as pre-adoption amounts were presented in both pre-tax income and income tax expense while post adoption all impacts are recorded in income tax expense.

Dropped from FY2014

The Company adopted this guidance effective January 1, 2014, and the impact of applying this guidance was immaterial.

Dropped from FY2014

In 2012, the Company acquired a 49% interest in a worldwide supplier of after-market original equipment manufacturer (OEM) parts, systems and custom logistic support services for military aircraft operations for $43 million.

Dropped from FY2014

In 2013, the Company acquired the remaining 51% of this business for $43 million.

Dropped from FY2014

The estimated useful lives of the intangible assets acquired range from 2 years to 15 years, with approximately $3 million having an indefinite life.

Dropped from FY2014

| Beginning of period | $ | 517,658 | | | $ | (36,676 | ) | | $ | (15,351 | ) | | $ | 465,631 | |

Dropped from FY2014

| Other comprehensive income (loss) before reclassifications | (193,188 | | ) | | (23,848 | | ) | | — | | | | (217,036 | | ) |

Dropped from FY2014

| Other comprehensive income (loss) | (261,064 | | ) | | (23,848 | | ) | | 8,700 | | | | (276,212 | | ) |

Dropped from FY2014

| Ending balance | $ | 256,566 | | | $ | (60,524 | ) | | $ | (6,651 | ) | | $ | 189,391 | |

Dropped from FY2014

| Pre-tax | $ | (104,425 | ) | (1) | $ | — | | | $ | 13,387 | | (3) | $ | (91,038 | ) |

Dropped from FY2014

| Tax effect | 36,549 | | | (2) | — | | | | (4,687 | | ) | (2) | 31,862 | | |

Dropped from FY2014

| Pre-tax | $ | (401,637 | ) | | $ | (23,848 | ) | | $ | 13,387 | | | $ | (412,098 | ) |

Dropped from FY2014

| Tax effect | 140,573 | | | | — | | | | (4,687 | | ) | | 135,886 | | |

Dropped from FY2014

| Other comprehensive income (loss) | $ | (261,064 | ) | | $ | (23,848 | ) | | $ | 8,700 | | | $ | (276,212 | ) |

Dropped from FY2014

| Corporate | 5,036,958 | | | | 187,960 | | | | (24,781 | | ) | | 5,200,137 | | | | 5,200,137 | | |

Dropped from FY2014

| December 31, 2013 | | | | | | | | | | | | | | | | | | | |

Dropped from FY2014

| Residential mortgage-backed securities | 27,393 | | | | 3,311 | | | | — | | | | 30,704 | | | | 27,393 | | |

Dropped from FY2014

| Corporate | 4,998 | | | | 417 | | | | — | | | | 5,415 | | | | 4,998 | | |

Dropped from FY2014

| Total held to maturity | 101,320 | | | | 14,900 | | | | — | | | | 116,220 | | | | 101,320 | | |

Dropped from FY2014

| U.S. government and government agency | 858,319 | | | | 34,522 | | | | (7,982 | | ) | | 884,859 | | | | 884,859 | | |

Dropped from FY2014

| State and municipal | 4,085,791 | | | | 162,330 | | | | (29,837 | | ) | | 4,218,284 | | | | 4,218,284 | | |

Dropped from FY2014

| Residential(1) | 1,248,693 | | | | 25,895 | | | | (25,941 | | ) | | 1,248,647 | | | | 1,248,647 | | |

Dropped from FY2014

| Commercial | 76,454 | | | | 5,670 | | | | (988 | | ) | | 81,136 | | | | 81,136 | | |

Dropped from FY2014

| Corporate | 4,076,585 | | | | 156,256 | | | | (30,100 | | ) | | 4,202,741 | | | | 4,202,741 | | |

Dropped from FY2014

| Foreign government | 844,469 | | | | 51,674 | | | | (16,286 | | ) | | 879,857 | | | | 879,857 | | |

Dropped from FY2014

| Total available for sale | 11,190,311 | | | | 436,347 | | | | (111,134 | | ) | | 11,515,524 | | | | 11,515,524 | | |

Dropped from FY2014

| Total investment in fixed maturity securities | $ | 11,291,631 | | | $ | 451,247 | | | $ | (111,134 | ) | | $ | 11,631,744 | | | $ | 11,616,844 | |

Dropped from FY2014

_______________________________________

Dropped from FY2014

| | |

Dropped from FY2014

| --- | --- |

Dropped from FY2014

| Due in one year or less | $ | 884,831 | | | $ | 895,004 | |

Dropped from FY2014

| Due after ten years | 2,485,594 | | | | 2,598,686 | | |

An excerpt. Shown here: 40 of 449 rewritten, 40 of 249 added and 40 of 160 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2015 filing and the FY2014 filing.

Item 9A. CONTROLS AND PROCEDURES

6 rewritten, 1 added, 1 removed, 24 unchanged

Rewritten

During the quarter ended December 31, [removed: 2014,] [added: 2015,] there have been no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Rewritten

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control - Integrated Framework [removed: (1992)] [added: (2013)] issued by the Committee of Sponsoring Organizations of Treadway Commission.

Rewritten

Based on our evaluation under the framework in Internal Control - Integrated Framework, our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2014.][added: 2015.]

Rewritten

We have audited W. R. Berkley Corporation's internal control over financial reporting as of December 31, [removed: 2014,] [added: 2015] based on criteria established in Internal Control - Integrated Framework [removed: (1992)] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Rewritten

In our opinion, W. R. Berkley Corporation maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2014,] [added: 2015,] based on criteria established in Internal Control - Integrated Framework [removed: (1992)] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Rewritten

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of W. R. Berkley Corporation as of December 31, [removed: 2014] [added: 2015] and [removed: 2013,] [added: 2014,] and the related consolidated statements of income, comprehensive income, stockholders' equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2014,] [added: 2015,] and our report dated February [removed: 27, 2015] [added: 22, 2016] expressed an unqualified opinion on those consolidated financial statements.

New in FY2015

February 22, 2016

Dropped from FY2014

February 27, 2015

Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

1 rewritten, 0 added, 0 removed, 0 unchanged

Rewritten

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2014,] [added: 2015,] and which is incorporated herein by reference.

Item 11. EXECUTIVE COMPENSATION

1 rewritten, 0 added, 0 removed, 0 unchanged

Rewritten

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2014,] [added: 2015,] and which is incorporated herein by reference.

Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

1 rewritten, 2 added, 0 removed, 3 unchanged

Rewritten

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2014,] [added: 2015,] and which is incorporated herein by reference.

New in FY2015

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, 2015, and which is incorporated herein by reference.

New in FY2015

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, 2015, and which is incorporated herein by reference.

Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

1 rewritten, 0 added, 0 removed, 0 unchanged

Rewritten

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2014,] [added: 2015,] and which is incorporated herein by reference.

Item 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

21 rewritten, 3 added, 3 removed, 43 unchanged

Rewritten

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2014,] [added: 2015,] and which is incorporated herein by reference.

Rewritten

| | [Independent Registered Public Accountants’ Report on [removed: Schedules](#sB8A2DA471F175D038D5CCEE7B1929310)] [added: Schedules](#s9E21F23343215AF6822A1C4C85369FE7)] | [removed: [96](#sB8A2DA471F175D038D5CCEE7B1929310)] [added: [100](#s9E21F23343215AF6822A1C4C85369FE7)] |

Rewritten

| | [Schedule II — Condensed Financial Information of [removed: Registrant](#s3706ABE3DD265CAC99C1CF940C487F2F)] [added: Registrant](#sC2C4576537CB5BC7B7FE1208606105D2)] | [removed: [97](#s3706ABE3DD265CAC99C1CF940C487F2F)] [added: [101](#sC2C4576537CB5BC7B7FE1208606105D2)] |

Rewritten

| | [Schedule III — Supplementary Insurance [removed: Information](#sDFE87399AAD05558ABFECE3452438211)] [added: Information](#s12F6D29E2CF355C0B9DC478679994AAB)] | [removed: [101](#sDFE87399AAD05558ABFECE3452438211)] [added: [105](#s12F6D29E2CF355C0B9DC478679994AAB)] |

Rewritten

| | [Schedule V — Valuation and Qualifying [removed: Accounts](#s3A93E1007C1E52E9AD04F7A170013CD2)] [added: Accounts](#s3926EDA83D815C1B9C5B3B3146E80308)] | [removed: [103](#s3A93E1007C1E52E9AD04F7A170013CD2)] [added: [107](#s3926EDA83D815C1B9C5B3B3146E80308)] |

Rewritten

| | [Schedule VI — Supplementary Information Concerning Property — Casualty Insurance [removed: Operations](#s4CD666C19EED525B89571E82C9B4BA4D)] [added: Operations](#s6A6023C8D88750ADA502E8FF31961EDB)] | [removed: [104](#s4CD666C19EED525B89571E82C9B4BA4D)] [added: [108](#s6A6023C8D88750ADA502E8FF31961EDB)] |

Rewritten

The exhibits filed as part of this report are listed on pages [removed: 92] [added: 96] - [removed: 95] [added: 99] hereof.

Rewritten

| [removed: | By | /s/] William R. Berkley | [added: | of the Board of Directors | | |]

Rewritten

| | | [removed: William R.] [added: W. Robert] Berkley, [removed: Chairman of the Board] [added: Jr., President] and Chief Executive Officer |

Rewritten

| [added: /s/] William R. Berkley | | [removed: Chief] Executive [removed: Officer] [added: Chairman] | | February [removed: 27, 2015] [added: 22, 2016] |

Rewritten

| /s/ W. Robert Berkley, Jr. | | President, Chief [removed: Operating] [added: Executive] Officer | | |

Rewritten

| W. Robert Berkley, Jr. | | and Director | | February [removed: 27, 2015] [added: 22, 2016] |

Rewritten

| Christopher L. Augostini | | | | February [removed: 27, 2015] [added: 22, 2016] |

Rewritten

| Ronald E. Blaylock | | | | February [removed: 27, 2015] [added: 22, 2016] |

Rewritten

| Mark E. Brockbank | | | | February [removed: 27, 2015] [added: 22, 2016] |

Rewritten

| George G. Daly | | | | February [removed: 27, 2015] [added: 22, 2016] |

Rewritten

| Mary C. Farrell | | | | February [removed: 27, 2015] [added: 22, 2016] |

Rewritten

| Jack H. Nusbaum | | | | February [removed: 27, 2015] [added: 22, 2016] |

Rewritten

| Mark L. Shapiro | | | | February [removed: 27, 2015] [added: 22, 2016] |

Rewritten

| /s/ Eugene G. Ballard | | [removed: Senior] [added: Executive] Vice President and | | |

Rewritten

| Eugene G. Ballard | | Chief Financial Officer | | February [removed: 27, 2015] [added: 22, 2016] |

New in FY2015

| | [Schedule IV — Reinsurance](#s57469D659ADB5FCEB13E9121496AAE09) | [106](#s57469D659ADB5FCEB13E9121496AAE09) |

New in FY2015

| | By | /s/ W. Robert Berkley, Jr. |

New in FY2015

February 22, 2016

Dropped from FY2014

| | [Schedule IV — Reinsurance](#sAC6FE1D948E35757A8216E2DD8F6C815) | [102](#sAC6FE1D948E35757A8216E2DD8F6C815) |

Dropped from FY2014

February 27, 2015

Dropped from FY2014

| /s/ William R. Berkley | | Chairman of the Board and | | |

Item 15. (b) EXHIBITS

112 rewritten, 26 added, 20 removed, 224 unchanged

Rewritten

| (3.4) | Amended and Restated By-Laws (incorporated by reference to Exhibit 3 (ii) of the Company’s Current Report on Form 8-K (File No. 1-15202) filed with the Commission on [removed: March 1, 2012).] [added: August 5, 2015).] |

Rewritten

| [removed: (4.3)] [added: (4.7)] | [removed: Fourth] [added: Ninth] Supplemental Indenture, dated as of [removed: May 9, 2005,] [added: August 6, 2014,] between the Company and The Bank of New [removed: York,] [added: York Mellon,] as Trustee, relating to [removed: $200,000,000] [added: $350,000,000] principal amount of the Company’s [removed: 5.60%] [added: 4.75%] Senior Notes due [removed: 2015,] [added: 2044,] including form of the Notes as Exhibit A (incorporated by reference to Exhibit 4.2 of the [removed: Company’s Quarterly] [added: Company's Current] Report on Form [removed: 10-Q] [added: 8-K] (File No. [removed: 1-15200)] [added: 1-15202)] filed with the Commission on August [removed: 2, 2005).] [added: 6, 2014).] |

Rewritten

| [removed: (4.4)] [added: (4.3)] | Fifth Supplemental Indenture, dated as of February 9, 2007, between the Company and The Bank of New York, as Trustee, relating to $250,000,000 principal amount of the Company’s 6.25% Senior Notes due 2037, including form of the Notes as Exhibit A (incorporated by reference to Exhibit 4.7 of the Company’s Annual Report on Form 10-K (File No. 1-15202) filed with the Commission on March 1, 2007). |

Rewritten

| [removed: (4.5)] [added: (4.4)] | Sixth Supplemental Indenture, dated as of September 14, 2009, between the Company and The Bank of New York Mellon, as Trustee, relating to $300,000,000 principal amount of the Company’s 7.375% Senior Notes due 2019, including form of the Notes as Exhibit A (incorporated by reference to Exhibit 4.7 of the Company’s Annual Report on Form 10-K (File No. 1-15202) filed with the Commission on February 26, 2010). |

Rewritten

| [removed: (4.6)] [added: (4.5)] | Seventh Supplemental Indenture, dated as of September 16, 2010, between the Company and The Bank of New York Mellon, as Trustee, relating to $300,000,000 principal amount of the Company’s 5.375% Senior Notes due 2020, including form of the Notes as Exhibit A (incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K (File No. 1-15202) filed with the Commission on September 16, 2010). |

Rewritten

| [removed: (4.7)] [added: (4.6)] | Eighth Supplemental Indenture, dated as of March 16, 2012, between the Company and The Bank of New York Mellon, as Trustee, relating to $350,000,000 principal amount of the Company’s 4.625% Senior Notes due 2022, including form of the Notes as Exhibit A (incorporated by reference to Exhibit 4.2 of the Company's Current Report on Form 8-K (File No. 1-15202) filed with the Commission on March 16, 2012). |

Rewritten

| [removed: (4.8)] [added: (4.90)] | [removed: Ninth] [added: First] Supplemental Indenture, dated as of [removed: August 6, 2014,] [added: May 2, 2013,] between the Company and The Bank of New York Mellon, as Trustee, relating to $350,000,000 principal amount of the [removed: Company’s 4.75% Senior Notes] [added: Company's 5.625% Subordinated Debentures] due [removed: 2044,] [added: 2053,] including [added: the] form of the [removed: Notes] [added: Securities] as Exhibit A (incorporated by reference to Exhibit 4.2 of the Company's Current Report on Form 8-K (File No. 1-15202) filed with the Commission on [removed: August 6, 2014).] [added: May 2, 2013).] |

Rewritten

| [removed: (4.9)] [added: (4.8)] | Subordinated Indenture, dated as of May 2, 2013, between the Company and The Bank of New York Mellon, as Trustee (incorporated by reference to Exhibit 4.1 of the Company's Current Report on Form 8-K (File No. 1-15202) filed with the Commission on May 2, 2013). |

Rewritten

| [removed: (4.11)] [added: (4.10)] | The instruments defining the rights of holders of the other long term debt securities of the Company are omitted pursuant to Section (b)(4)(iii)(A) of Item 601 of Regulation S-K. The Company agrees to furnish supplementally copies of these instruments to the Commission upon request. |

Rewritten

| (10.2) | W. R. Berkley Corporation 2012 Stock Incentive Plan (incorporated by reference to Annex A of the Company’s [removed: 2012] [added: 2015] Proxy Statement (File No. 1-15202) filed with the Commission on April [removed: 9, 2012).] [added: 20, 2015).] |

Rewritten

| (10.3) | Form of [added: 2014] Performance-Based Restricted Stock Unit Agreement under the W. R. Berkley Corporation 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q (File No. 1-15202) filed with the Commission on November 7, 2014). |

Rewritten

| [removed: (10.4)] [added: (10.5)] | Form of Restricted Stock Unit Agreement under the W. R. Berkley Corporation 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q (File No. 1-15202) filed with the Commission on November 8, 2012). |

Rewritten

| [removed: (10.5)] [added: (10.6)] | Form of Restricted Stock Unit Agreement under the W. R. Berkley Corporation 2003 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q (File No. 1-15202) filed with the Commission on May 3, 2005). |

Rewritten

| [removed: (10.6)] [added: (10.7)] | Form of Restricted Stock Unit Agreement under the W. R. Berkley Corporation 2003 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q (File No. 1-15202) filed with the Commission on August 6, 2010). |

Rewritten

| [removed: (10.7)] [added: (10.8)] | Form of Restricted Stock Unit Agreement for grant of April 4, 2003 (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q (File No. 1-15202) filed with the Commission on August 6, 2003). |

Rewritten

| [removed: (10.8)] [added: (10.9)] | W. R. Berkley Corporation Deferred Compensation Plan for Officers as amended and restated effective December 3, 2007 (incorporated by reference to Exhibit 10.4 of the Company’s Current Report on Form 8-K (File No. 1-15202) filed with the Commission on December 19, 2007). |

Rewritten

| [removed: (10.9)] [added: (10.10)] | W. R. Berkley Corporation Deferred Compensation Plan for Directors as amended and restated effective December 3, 2007 (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K (File No. 1-15202) filed with the Commission on December 19, 2007). |

Rewritten

| [removed: (10.10)] [added: (10.11)] | W. R. Berkley Corporation 2007 Annual Incentive Compensation Plan (incorporated by reference to Annex A of the Company’s 2006 Proxy Statement (File No. 1-15202) filed with the Commission on April 18, 2006). |

Rewritten

| [removed: (10.11)] [added: (10.12)] | W. R. Berkley Corporation 2009 Long-Term Incentive Plan (incorporated by reference to Annex A of the Company’s 2009 Proxy Statement (File No. 1-15202) filed with the Commission on April 17, 2009). |

Rewritten

| [removed: (10.12)] [added: (10.13)] | Form of 2011 Performance Unit Award Agreement under the W. R. Berkley Corporation 2009 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.12 of the Company's Annual Report on Form 10-K (File No. 1-15202) filed with the Commission on February 28, 2012). |

Rewritten

| [removed: (10.13)] [added: (10.14)] | W. R. Berkley Corporation 2014 Long-Term Incentive Plan (incorporated by reference to Annex A of the Company’s 2014 Proxy Statement (File No. 1-15202) filed with the Commission on April 7, 2014). |

Rewritten

| [removed: (10.14)] [added: (10.15)] | Form of 2014 Performance Unit Award Agreement under the W. R. Berkley Corporation 2014 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q (File No. 1-15202) filed with the Commission on May 12, 2014). |

Rewritten

| [removed: (10.15)] [added: (10.17)] | W. R. Berkley Corporation 2009 Directors Stock Plan (incorporated by reference to Annex B of the Company’s [removed: 2009] [added: 2015] Proxy Statement (File No. 1-15202) filed with the Commission on April [removed: 17, 2009).] [added: 20, 2015).] |

Rewritten

| [removed: (10.16)] [added: (10.18)] | Supplemental Benefits Agreement between William R. Berkley and the Company as amended and restated as of December 21, 2011 (incorporated by reference to Exhibit 10.14 of the Company's Annual Report on Form 10-K (File No. 1-15202) filed with the Commission on February 28, 2012). |

Rewritten

| Berkley London Holdings, Inc. [removed: (3)] | Delaware | 100 | % |

Rewritten

| (2) | Berkley International, LLC is held by W. R. Berkley Corporation and its subsidiaries as follows: W. R. Berkley Corporation (2%), [removed: Admiral Insurance Company (35%),] Berkley Regional Insurance Company [removed: (14%), Nautilus Insurance Company] (14%) and Berkley Insurance Company [removed: (35%).] [added: (84%).] |

Rewritten

Under date of February [removed: 27, 2015,] [added: 22, 2016,] we reported on the consolidated balance sheets of W. R. Berkley Corporation and subsidiaries as of December 31, [removed: 2014] [added: 2015] and [removed: 2013,] [added: 2014,] and the related consolidated statements of income, comprehensive income, stockholders' equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2014,] [added: 2015,] which are included in the Annual Report on Form 10-K for the year ended December 31, [removed: 2014.][added: 2015.]

Rewritten

| (In thousands) | [added: 2015 | | | |] 2014 | | | | 2013 | | |

Rewritten

| Cash and cash equivalents | $ | [removed: 90,693] [added: 195,658] | | | $ | [removed: 17,315] [added: 90,693] | |

Rewritten

| Fixed maturity securities available for sale at fair value (cost [removed: $272,283] [added: $201,256] and [removed: $61,084] [added: $272,283] at December 31, [removed: 2014] [added: 2015] and [removed: 2013,] [added: 2014,] respectively) | [removed: 273,773] [added: 201,738] | | | | [removed: 63,115] [added: 273,773] | | |

Rewritten

| Equity securities available for sale, at fair value (cost [removed: $3,738] [added: $3,430] in [removed: 2014] [added: 2015] and [removed: $4,668] [added: $3,738] in [removed: 2013)] [added: 2014)] | [removed: 3,738] [added: 3,430] | | | | [removed: 11,240] [added: 3,738] | | |

Rewritten

| Investment in subsidiaries | [removed: 6,693,731] [added: 6,454,065] | | | | [removed: 6,250,979] [added: 6,693,731] | | |

Rewritten

| Deferred Federal income taxes | [removed: —] [added: 37,135] | | | | [removed: 51,346] [added: —] | | |

Rewritten

| Current Federal income taxes | [removed: 62,882] [added: 51,512] | | | | [removed: 17,540] [added: 62,882] | | |

Rewritten

| Property, furniture and equipment at cost, less accumulated depreciation | [removed: 9,852] [added: 13,150] | | | | [removed: 9,028] [added: 9,852] | | |

Rewritten

| Other assets | [removed: 6,978] [added: 6,153] | | | | [removed: 5,795] [added: 6,978] | | |

Rewritten

| Total assets | $ | [removed: 7,141,647] [added: 6,962,841] | | | $ | [removed: 6,440,006] [added: 7,141,647] | |

Rewritten

| Due to subsidiaries | $ | [removed: 87,540] [added: 143,669] | | | $ | [removed: —] [added: 87,540] | |

Rewritten

| Other liabilities | [removed: 162,648] [added: 115,737] | | | | [removed: 148,903] [added: 162,648] | | |

Rewritten

| Deferred Federal income taxes | [removed: 149] [added: —] | | | | [removed: —] [added: 149] | | |

New in FY2015

| (10.4) | Form of 2015 Performance-Based Restricted Stock Unit Agreement under the W. R. Berkley Corporation 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q (File No. 1-15202) filed with the Commission on November 9, 2015). |

New in FY2015

| (10.16) | Form of 2015 Performance Unit Award Agreement under the W. R. Berkley Corporation 2014 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q (File No. 1-15202) filed with the Commission on May 4, 2015). |

New in FY2015

| (10.19) | Form of Dividend Equivalent Rights Award Agreement Under the W. R. Berkley Corporation 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q (File No. 1-15202) filed with the Commission on August 7, 2015). |

New in FY2015

| W. R. Berkley Europe AG | Liechtenstein | 100 | % |

New in FY2015

| | |

New in FY2015

February 22, 2016

New in FY2015

| (In thousands) | 2015 | | | | 2014 | | |

New in FY2015

| Net income | $ | 503,694 | | | $ | 648,884 | | | $ | 499,925 | |

New in FY2015

December 31, 2015

New in FY2015

| December 31, 2015 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

New in FY2015

| Insurance-Domestic | $ | 367,977 | | | $ | 8,450,190 | | | $ | 2,529,931 | | | $ | 4,659,359 | | | $ | 358,935 | | | $ | 2,851,136 | | | $ | 760,020 | | | $ | 778,957 | | | $ | 4,812,830 | |

New in FY2015

| Insurance-International | 62,687 | | | | 798,116 | | | | 324,530 | | | | 772,141 | | | | 51,522 | | | | 449,147 | | | | 169,962 | | | | 152,629 | | | | 778,567 | | |

New in FY2015

| Reinsurance-Global | 82,464 | | | | 1,420,844 | | | | 282,672 | | | | 609,109 | | | | 74,226 | | | | 355,987 | | | | 172,510 | | | | 59,986 | | | | 598,118 | | |

New in FY2015

| Corporate and adjustments | — | | | | — | | | | — | | | | — | | | | 27,962 | | | | — | | | | — | | | | 195,686 | | | | — | | |

New in FY2015

| Total | $ | 513,128 | | | $ | 10,669,150 | | | $ | 3,137,133 | | | $ | 6,040,609 | | | $ | 512,645 | | | $ | 3,656,270 | | | $ | 1,102,492 | | | $ | 1,187,258 | | | $ | 6,189,515 | |

New in FY2015

| Insurance-Domestic | $ | 5,521,447 | | | $ | 871,358 | | | $ | 162,741 | | | $ | 4,812,830 | | | 3.4 | % |

New in FY2015

| Insurance-International | 874,359 | | | | 144,737 | | | | 48,945 | | | | 778,567 | | | | 6.3 | % |

New in FY2015

| Reinsurance-Global | 16,727 | | | | 44,383 | | | | 625,774 | | | | 598,118 | | | | 104.6 | % |

New in FY2015

| Total | $ | 6,412,533 | | | $ | 1,060,478 | | | $ | 837,460 | | | $ | 6,189,515 | | | 13.5 | % |

New in FY2015

| Premiums and fees receivable | $ | 21,446 | | | $ | 6,281 | | | $ | (5,203 | ) | | $ | 22,524 | |

New in FY2015

| Due from reinsurers | 1,144 | | | | (24 | | ) | | (100 | | ) | | 1,020 | | |

New in FY2015

| Deferred federal and foreign income taxes | 1,335 | | | | 2,702 | | | | — | | | | 4,037 | | |

New in FY2015

| Loan loss reserves | 2,486 | | | | (392 | | ) | | — | | | | 2,094 | | |

New in FY2015

| Total | $ | 26,411 | | | $ | 8,567 | | | $ | (5,303 | ) | | $ | 29,675 | |

New in FY2015

Years Ended December 31, 2015, 2014 and 2013

New in FY2015

| (In thousands) | 2015 | | | | 2014 | | | | 2013 | | |

Dropped from FY2014

| --- | --- |

Dropped from FY2014

| (4.10) | First Supplemental Indenture, dated as of May 2, 2013, between the Company and The Bank of New York Mellon, as Trustee, relating to $350,000,000 principal amount of the Company's 5.625% Subordinated Debentures due 2053, including the form of the Securities as Exhibit A (incorporated by reference to Exhibit 4.2 of the Company's Current Report on Form 8-K (File No. 1-15202) filed with the Commission on May 2, 2013). |

Dropped from FY2014

| (3) | Berkley London Holdings, Inc. is held by Admiral Insurance Company (66.7%) and Berkley Insurance Company (33.3%). |

Dropped from FY2014

February 27, 2015

Dropped from FY2014

| Due from subsidiaries | — | | | | 13,648 | | |

Dropped from FY2014

| Other, net | — | | | | — | | | | (13 | | ) |

Dropped from FY2014

| December 31, 2012 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

Dropped from FY2014

| Insurance-Domestic | $ | 269,418 | | | $ | 7,466,538 | | | $ | 1,844,452 | | | $ | 3,417,022 | | | $ | 424,787 | | | $ | 2,169,090 | | | $ | 613,252 | | | $ | 584,100 | | | $ | 3,569,883 | |

Dropped from FY2014

| Insurance-International | 56,995 | | | | 622,202 | | | | 297,581 | | | | 631,841 | | | | 45,796 | | | | 377,459 | | | | 136,412 | | | | 112,128 | | | | 664,459 | | |

Dropped from FY2014

| Reinsurance-Global | 77,634 | | | | 1,662,346 | | | | 332,814 | | | | 624,653 | | | | 106,932 | | | | 401,930 | | | | 167,919 | | | | 58,044 | | | | 664,197 | | |

Dropped from FY2014

| Corporate and adjustments | — | | | | — | | | | — | | | | — | | | | 9,248 | | | | — | | | | — | | | | 127,768 | | | | — | | |

Dropped from FY2014

| Total | $ | 404,047 | | | $ | 9,751,086 | | | $ | 2,474,847 | | | $ | 4,673,516 | | | $ | 586,763 | | | $ | 2,948,479 | | | $ | 917,583 | | | $ | 882,040 | | | $ | 4,898,539 | |

Dropped from FY2014

| Insurance-Domestic | $ | 4,133,960 | | | $ | 691,284 | | | $ | 127,207 | | | $ | 3,569,883 | | | 3.6 | % |

Dropped from FY2014

| Insurance-International | 798,750 | | | | 137,598 | | | | 3,307 | | | | 664,459 | | | | 0.5 | % |

Dropped from FY2014

| Reinsurance-Global | 31,359 | | | | 52,458 | | | | 685,296 | | | | 664,197 | | | | 103.2 | % |

Dropped from FY2014

| Total | $ | 4,964,069 | | | $ | 881,340 | | | $ | 815,810 | | | $ | 4,898,539 | | | 16.7 | % |

Dropped from FY2014

| Premiums and fees receivable | $ | 17,666 | | | $ | 9,598 | | | $ | (4,345 | ) | | $ | 22,919 | |

Dropped from FY2014

| Due from reinsurers | 3,169 | | | | 22 | | | | (1,511 | | ) | | 1,680 | | |

Dropped from FY2014

| Loan loss reserves | 19,805 | | | | (13,723 | | ) | | (462 | | ) | | 5,620 | | |

Dropped from FY2014

| Total | $ | 40,640 | | | $ | (4,103 | ) | | $ | (6,318 | ) | | $ | 30,219 | |

An excerpt. Shown here: 40 of 112 rewritten, all 26 added and all 20 removed. The counts are complete. For every sentence, read Item 15. (b) EXHIBITS in the FY2015 filing and the FY2014 filing.