IN MATTER OF THE REHABILITATION, 2844-VCP (Del.Ch. 10-4-2011)

DONALD F. PARSONS, JR., Vice Chancellor

And now, this 4th day of October, 2011, upon review of the Motion of American Motorists Insurance Company ("AMICO") for Referral to Arbitration and Preservation of the AMICO Fund and its supporting papers, the Receiver's response to the same, and the oral arguments of the parties,

IT IS HEREBY ORDERED that the Motion is GRANTED as follows:

1. The Receiver's objection to arbitration of the dispute regarding the AMICO Fund is overruled.

2. AMICO shall have thirty (30) days from the date of this Order to commence an arbitration pursuant to the terms of the parties' reinsurance agreements for arbitral determinations concerning the proper amount of the AMICO Fund and the specific rights and obligations of the Receiver and AMICO with respect thereto (as that fund is described and defined in the Verified Objections of AMICO to the Receiver's Verified Petition for Approval of the Plan for Rehabilitation of Manhattan Re-Insurance Company (D.I. 14)).

3. Pending final arbitral determinations, the Receiver is ORDERED to preserve in full the AMICO Fund, including all interest and other gains accrued and accruing thereon, except that the Receiver may disburse payments from the AMICO Fund for the purpose of curing the failure of AMICO to pay workers' compensation benefits or § 8(f) assessments.

4. The Receiver is further ORDERED promptly to notify AMICO of any workers' compensation claims other than the eight claims known to AMICO as of the date of this Order. If the Receiver and AMICO cannot agree on how any additional claims should be handled, the Receiver shall submit such claims to this Court for approval before taking any further action to settle them.

Upon conclusion of the arbitration, the parties promptly shall report the results to this Court and advise the Court of their recommendations for further proceedings in this action.