THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

SCPIE Holdings Inc. (SKP)

4/8/2005 Proxy Information

On May 13, 1999, the Board of Directors adopted a stock purchase plan for directors and senior executives, under which the Company offered to sell to each director and senior executive up to 10,000 shares of the Common Stock at a price of $27.94 per share, which was the closing price on the New York Stock Exchange on that date. Under the plan, the Company offered to extend loans, up to a maximum of $280,000 for each participant, to enable the participants to purchase the shares. Each loan is for a term of 10 years, and bears interest at the applicable federal rate for May 1999 for a 10-year loan (5.85%). Interest is payable annually. Each of the directors and senior executives participated in the plan. Amounts outstanding under the loans as of December 31, 2004, are as follows: $279,375 by Messrs. Zuk, Henkes and Newell and Drs. Karlan, McElwee, Moseley, Renert and Ullrich; $139,688 by Dr. Stoutz; and $90,000 by Dr. McCleary. The purpose of the plan was to encourage greater stock ownership in the Company by the directors and senior management.

Harriet M. Opfell, M.D., resigned as a director of the Company during 2004, after 23 years of services as a director. The Board of Directors adopted an early retirement benefit for Dr. Opfell to recognize and reward her long service to the Company. Dr. Opfell received a lump sum cash benefit of $200,000 and the Board accelerated and paid her benefit under the Board of Governors’ Retirement Plan in a lump sum amount of $83,260, reflecting her accrued benefit discounted to reflect the actuarial present value of such benefit.

4/9/2004 Proxy Information

Jack E. McCleary formerly served as Treasurer of SCPIE Holdings, Inc.

On May 13, 1999, the Board of Directors adopted a stock purchase plan for directors and senior executives, under which the Company offered to sell to each director and senior executive up to 10,000 shares of the Common Stock at a price of $27.94 per share, which was the closing price on the New York Stock Exchange on that date. Under the plan, the Company offered to extend loans, up to a maximum of $280,000 for each participant, to enable the participants to purchase the shares. Each loan is for a term of 10 years, and bears interest at the applicable federal rate for May 1999 for a 10-year loan (5.85%). Interest is payable annually. Each of the directors and senior executives participated in the plan. Amounts outstanding under the loans as of December 31, 2003, are as follows: $279,375 by Messrs. Zuk, Henkes and Newell and Drs. Karlan, McElwee, Moseley, Opfell, Renert and Ullrich; $139,688 by Dr. Stoutz; and $100,000 by Dr. McCleary. The purpose of the plan was to encourage greater stock ownership in the Company by the directors and senior management.

On November 18, 2003, the Company commenced a tender offer for all outstanding stock options of the Company with exercise prices equal to or greater than $29.00. The Company offered to purchase the stock options at the purchase price of $1.00 per share of Common Stock subject to such options. The tender offer expired on December 18, 2003. In the tender offer, the Company purchased an aggregate of 417,200 eligible stock options, including stock options held by the Company’s executive officers, other than Mr. Newell. The Company paid an aggregate purchase price of $417,200 to employees in exchange for the tendered options, including $158,800 to Mr. Zuk, $63,100 to Mr. Henkes and $35,700 to Mr. Rivers.

4/2/2003 Proxy Information

No related party transactions or special relationships reported for this company. Director relationships marked "Outside Related" at this firm will most often be former executives of the company. Additional information regarding these relationships will be added during our regular updates.