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Published on 3/17/2004 in the Prospect News Convertibles Daily.

New Issue: XL Capital $750 million mandatory convertible yields 6.5%, up 25%

Nashville, March 17 - XL Capital Ltd. sold $750 million of three-year mandatory convertibles at par of 25 to yield 6.5% with a 25% initial conversion premium via joint lead managers Citigroup Global Markets, Deutsche Bank Securities, Goldman Sachs and J.P. Morgan.

The deal sold at the tight end of revised guidance for a 6.5% to 6.75% dividend and a 23% to 25% initial conversion premium, which had been revised from original price talk for a 6.75% to 7.25% dividend and a 20% to 24% initial conversion premium.

Terms of the deal are:

Issuer:XL Capital Ltd.
Issue:Convertible mandatory units
Joint lead managers:Citigroup Global Markets, Deutsche Bank Securities, Goldman Sachs and J.P. Morgan
Amount:$750 million
Greenshoe:$75 million
Maturity:March 15, 2007
Dividend:6.5%
Price:Par, $25
Yield:6.5%
Conversion premium:25%
Conversion price:$93.9875
Conversion ratio:0.266
Call:Non-callable
Price talk:Revised: 6.5-6.75%, up 23-25%
Original: 6.75-7.25%, up 20-24%
Pricing date:March 17, after the close
Settlement date:March 23
Distribution:Registered

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