EXHIBIT 10.3.2
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June 13, 2005
Alleghany Corporation
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Attn: ▇▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, VP Investments
Re: Amendment to Investment Management Agreement -- Alleghany Corporation
Dear ▇▇. ▇▇▇▇▇▇▇:
Reference is made to the Investment Management Agreement between General Re-New
England Asset Management, Inc. (GR-NEAM) and Alleghany Corporation, dated as of
July 1, 2004 (the "Agreement").
Effective as of June 2, 2005, the Agreement is hereby amended by:
1. The existing Schedules E-1 and E-2 are deleted in its entirety and the
attached Schedules E-1 and E-2 are to be made a part of the Agreement;
2. GR-NEAM should manage the assets of Darwin Select Insurance Company
subject to the guidelines attached hereto;
3. The attached Schedule D, Secretary's Certificate is to be made a part of
the Agreement;
4. The Darwin Select Insurance Company account shall be initially funded with
the assets on the list attached hereto; and
5. GR-NEAM shall provide investment accounting services for Darwin Select
Insurance Company retroactive to 12/31/04.
In all other respects, the Agreement is hereby ratified and confirmed.
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Kindly indicate your consent to the foregoing by signing in the space indicated
below.
Very truly yours,
Accepted and Agreed:
GENERAL RE-NEW ENGLAND ALLEGHANY CORPORATION
ASSET MANAGEMENT, INC.
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By: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ By: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Its: President Its: Vice President -- Investments
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