NYMAGIC INC
10-Q, 1999-05-17
SURETY INSURANCE
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                                    FORM 10-Q
                       SECURITIES AND EXCHANGE COMMISSION


                   Quarterly Report Under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934


For Quarter Ended                                          March 31, 1999 

Commission file number                                   33-27665    

                                       NYMAGIC, INC.                           
             (Exact name of registrant as specified in its charter)

                     New York                                   13-3534162    
State or other jurisdiction of                              (IRS Employer
incorporation or organization)                               Identification No.)

                                       330 Madison  Avenue,  New York,  New York
                            10017 (Address of principal  executive offices) (zip
                            code)

                                               (212)  551-0600            
                            (Registrant's telephone number, including area code)


                            (Former    name,  former  address and former  fiscal
                                       years, if changed since last report.)


     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.


Yes      X        No             


     Indicate the number of shares  outstanding of each of the issuer's  classes
of common stock, as of the latest practicable date.

     On April 1, 1999 there were  9,685,492  shares of common  stock,  $1.00 par
value outstanding.



<PAGE>










                                  NYMAGIC, INC.
                                      INDEX



Part I.           FINANCIAL INFORMATION:                              PAGE NO.

       Consolidated Balance Sheets
           March 31, 1999 and December 31, 1998                           2

       Consolidated Statements of Income
           March 31, 1999 and March 31, 1998                              3

       Consolidated Statements of Cash Flows
           March 31, 1999 and March 31, 1998                              4

       Notes to Consolidated Financial Statements                         5

       Management's Discussion And Analysis of Financial
          Condition and Results of Operations                             6

Part II.          OTHER INFORMATION                                       12


















                                                                               1



<PAGE>


                                  NYMAGIC, INC.
                           CONSOLIDATED BALANCE SHEETS
                                   (unaudited)

                                                     March 31,     December 31,
                                                      1999             1998
                                                      ----             ----
                                     ASSETS
Investments:
Fixed maturities available for sale,
    at fair value (amortized cost
    $331,796,167 and $342,583,525)                 $340,970,316    $353,403,303
Equity securities at fair value (cost
    $56,798,145 and $54,368,172)                     73,860,583      73,418,473
Short-term investments                               10,752,276      16,200,606
                                                    ------------   ------------
    Total investments                               425,583,175     443,022,382
                                                    ------------   ------------
Cash                                                  1,644,250       1,583,390
Accrued investment income                             5,205,031       6,189,866
Premiums and other receivables, net                  35,586,229      41,422,913
Reinsurance receivables                             204,408,499     199,730,802
Deferred policy acquisition costs                     4,377,491       4,277,430
Prepaid reinsurance premiums                         17,551,322      19,393,546
Deferred income taxes                                 7,090,518       5,811,741
Property, improvements and equipment, net             2,298,026       2,341,021
Other assets                                          6,135,865       6,547,403
                                                    ------------   ------------
    Total assets                                   $709,880,406    $730,320,494
                                                   ============    ============

                                   LIABILITIES
Unpaid losses and loss adjustment expenses         $394,873,951    $401,584,146
Reserve for unearned premiums                        42,295,986      46,878,550
Ceded reinsurance payable                            16,822,179      23,795,992
Notes payable                                        16,208,413      17,458,413
Other liabilities                                     9,173,787      11,454,977
Dividends payable                                       968,549         968,549
                                                    ------------    -----------
    Total liabilities                               480,342,865     502,140,627
                                                    ------------    -----------

                                           SHAREHOLDERS' EQUITY
Common stock                                         15,017,892      15,017,892
Paid-in capital                                      28,029,410      28,029,410
Accumulated other comprehensive income               16,610,739      19,436,591
Retained earnings                                   212,381,730     208,198,204
                                                   -------------   ------------
                                                    272,039,771     270,682,097
Treasury stock, at cost,
    5,332,400 and 5,332,400 shares                  (42,502,230)    (42,502,230)
                                                  --------------   ------------

    Total shareholders' equity                      229,537,541     228,179,867
                                                   -------------   ------------
    Total liabilities and shareholders' equity     $709,880,406    $730,320,494
                                                   ============    ============

The  accompanying  notes are an integral  part of these  consolidated  financial
statements.

                                                                               2



<PAGE>







                                  NYMAGIC, INC.
                        CONSOLIDATED STATEMENTS OF INCOME
                                   (unaudited)
                                                        Three months ended
                                                             March 31,        
                                                    1999                1998
                                                    ----                ----
Revenues:

Net premiums earned                              $13,542,141        $27,501,492
Net investment income                              4,692,422          5,384,363
Realized investment gains                          4,494,067          3,730,564
Commission and other income                           52,960            340,782
                                                 ------------     -------------

         Total revenues                           22,781,590         36,957,201
                                                 ------------      ------------

Expenses:

Net losses and loss adjustment expenses incurred   7,499,047         20,879,655
Policy acquisition expenses                        2,746,563          2,874,114
General and administrative expenses                5,745,558          5,873,262
Interest expense                                     289,593            377,811
                                                 ------------      ------------

         Total expenses                           16,280,761         30,004,842
                                                 ------------      ------------

Income before income taxes                         6,500,829          6,952,359
Income taxes:                                      ---------          ---------
     Current                                       1,157,355          1,707,388
     Deferred                                        191,399           (131,504)
                                                     -------          ---------
         Total income taxes                        1,348,754          1,575,884
                                                  ----------         ----------

     Net income                                   $5,152,075         $5,376,475
                                                ============         ==========

Weighted average shares of common
 stock outstanding-basic                           9,685,492          9,669,102

     Basic income per share                      $       .53         $      .56
                                                =============      ============

Weighted average shares of common stock
outstanding-diluted                                9,685,492          9,702,134

     Diluted income per share                    $       .53        $       .55
                                                =============      ============

     Dividends declared per share                $       .10        $       .10
                                                =============      ============

The  accompanying  notes are an integral  part of these  consolidated  financial
statements.


                                                                               3








<PAGE>








                                  NYMAGIC, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)
                                                              Three months ended
                                                                       March 31,
                                                            1999           1998
                                                            ----           ----
Cash flows from operating activities:
     Net income                                        $ 5,152,075  $ 5,376,475
Adjustments to reconcile net income to                   ----------    ---------
 net cash (used in) provided by operating activities:
     Provision for deferred taxes                          191,399     (131,504)
     Realized investment gains                          (4,494,067)  (3,730,564)
     Net bond amortization                                 592,207      546,274
     Depreciation and other, net                           162,568      152,560

Changes in:
     Premiums and other receivables                      5,836,684   10,580,238
     Reinsurance receivables                            (4,677,697) (10,078,213)
     Ceded reinsurance payable                          (6,973,813)  (2,012,896)
     Accrued investment income                             984,835      990,892
     Deferred policy acquisition costs                    (100,061)     964,085 
     Prepaid reinsurance premiums                        1,842,224    2,648,258
     Other assets                                          411,538     (931,347)
     Unpaid losses and loss adjustment expenses         (6,710,195)   2,621,370
     Reserve for unearned premiums                      (4,582,564)  (5,204,587)
     Other liabilities                                  (2,281,190)  11,191,789
     Other                                                 (95,523)      33,000
                                                           -------       ------
         Total adjustments                             (19,893,655)   7,639,355
                                                    ---------------  ----------

Net cash (used in)provided by operating activities     (14,741,580)  13,015,830
                                                        -----------  ----------

Cash flows from investing activities:
     Fixed maturities acquired                         (20,958,403) (36,035,087)
     Equity securities acquired                        (16,838,238) (11,146,410)
     Fixed maturities  matured                          13,169,208    4,626,118
     Fixed maturities  sold                             17,622,860   29,214,047
     Equity securities sold                             18,698,744   14,189,843
     Net sale (purchase) of short-term investments       5,446,391  (11,208,656)
     Acquisition of property, equipment
        and improvements                                  (119,573)    (514,257)
                                                        ----------- -----------
Net cash provided by (used in) investing activities     17,020,989  (10,874,402)
                                                         ---------- -----------

Cash flows from financing activities:
     Proceeds from stock options exercised                    -----     342,162
     Cash dividends paid                                   (968,549)   (966,031)
     Net repurchase of common stock                         --------   (112,369)
     Loan principal repayments                           (1,250,000) (1,250,000)
                                                        ------------  ---------
Net cash used in financing activities                    (2,218,549) (1,986,238)
                                                         ----------- ----------

Net increase in cash                                         60,860     155,190
Cash at beginning of period                               1,583,390   1,042,310
                                                      -------------   ---------
Cash at end of period                                  $  1,644,250  $1,197,500
                                                     ==============  ==========

The  accompanying  notes are an integral  part of these  consolidated  financial
statements.


                                                                               4

<PAGE>



                                  NYMAGIC, INC.

                   Notes to Consolidated financial Statements




1)   The interim  consolidated  financial  statements  are unaudited but, in the
     opinion of  management,  reflect all material  adjustments  necessary for a
     fair  presentation  of results for such periods.  Adjustments  to financial
     statements consist of normal recurring items. The results of operations for
     any interim period are not  necessarily  indicative of results for the full
     year.  These financial  statements  should be read in conjunction  with the
     financial  statements and notes thereto  contained in the Company's  Annual
     Report on Form 10-K for the year ended December 31, 1998.

2)   The  insurance  company  and  agency  subsidiaries   underwrite  commercial
     insurance  in four major lines of  business.  The Company  considers  ocean
     marine, aviation, other liability and inland marine as appropriate segments
     for purposes of evaluating the Company's overall  performance.  The Company
     evaluates revenues and income or loss by line of business. Revenues include
     premiums  earned and commission  income.  Income or loss includes  premiums
     earned  and  commission  income  less the sum of  losses  incurred,  policy
     acquisition costs and other expenses.

         The financial information by segment is as follows:

                                                      (in thousands)

                                     March 31, 1999             March 31, 1998
                                     --------------             --------------

                                                Income                   Income
     Segments:                    Revenue       (Loss)       Revenue     (Loss)
                                  -------       ------       -------     ------

Ocean marine(a)                   $11,421        $729        $26,015     $1,963
Aviation                            1,094      (2,284)         1,225     (2,505)
Other liability                     1,009        (271)           879       (302)
Inland marine                          19        (150)          (423)      (412)
                                       --        ----            ----      ----
Subtotal                           13,543      (1,976)        27,696     (1,256)

Other income                           53          53            146        146
Net investment income               4,692       4,692          5,384      5,384
Realized investment gains           4,494       4,494          3,731      3,731
Corporate expenses                    ---       (473)            ---       (676)
Interest expense                      ---       (290)            ---       (378)
Income taxes                          ---     (1,348)            ---     (1,575)
                                  ---------------------     --------    -------
     Total                        $22,782     $5,152         $36,957     $5,376
                                  =======     ======         =======     ======


(a) 1999  and  1998  include  revenues  of  approximately  $1,135  and  $14,259,
respectively,  and income  (loss) of $(497) and $(778),  respectively,  from the
Company's Syndicate 1265.


                                                                               5



<PAGE>



                                  NYMAGIC, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

     Results of Operations

     Net income for the three  months  ended March 31, 1999 was  $5,152,000,  as
compared to $5,376,000 for the first quarter of 1998. Diluted earnings per share
for the first  quarter of 1999 was $.53,  compared to $.55 for the same period a
year ago. Operating income,  which excludes the effects of realized  capitalized
gains after taxes,  was $2,231,000,  or $.23 per share, for the first quarter of
1999,  versus  $2,952,000,  or $.30 per share,  for the same period of the prior
year.

     For the first quarter of 1999, total revenues and net premiums written were
$22,782,000 and $10,862,000, respectively. This compares with total revenues and
net premiums  written of  $36,957,000  and  $24,945,000,  respectively,  in last
year's first quarter, both of which include approximately $14.2 million relating
to a one-time  assumption of premiums  emanating  from the Company's  Lloyd's of
London  Syndicate 1265.  Excluding the one-time item, both net written  premiums
and total  revenues  for the  first  quarter  of 1999  approximated  the  levels
attained in last year's first quarter.

     Net premiums earned by segment  recorded an overall  increase of 2% in 1999
when  compared to the first  quarter of 1998 after  adjusting  for the  one-time
assumption of premiums in 1998. A 1% decline in ocean marine premiums earned was
recorded as competition  remained intense and adversely  affected premium rates.
Syndicate 1265 also contributed  approximately  $1.1 million in ocean marine net
premiums  earned in 1999.  Aviation  premiums  earned  decreased  by 10% in 1999
mainly  due to the  competitive  rate  environment.  The  Company  maintains  an
adequate  level of aviation  reinsurance to protect its exposure to any one loss
as the underwriting climate for gross premiums remains soft. The other liability
line increased 15% in the first quarter of 1999 as compared to 1998 and resulted
from additional premium development on prior policy year's writings.

     Losses  and  loss  adjustment  expenses  incurred  as a  percentage  of net
premiums earned were 55.4% for the three months ended March 31, 1999 as compared
to 75.9% for the first quarter of 1998. The transaction involving the assumption
of premiums in 1998 was recorded at a loss ratio of  approximately  100% and had
the effect of increasing  the overall loss ratio  substantially.  Excluding this
one-time   transaction,   the  overall  loss  ratio  in  1998  would  have  been
approximately 50.2%. In the first quarter of 1999, the Company recorded a higher
loss ratio in the  aviation  segment of business  due to  increases  in both the
frequency  and  severity of losses.  In addition  in 1999,  the other  liability
segment  recorded  adverse  development  in prior  year  losses in the  umbrella
classes.  The Company's  core ocean marine segment  recorded  favorable net loss
experience comparable to the prior year's first quarter.

     Policy  acquisition  costs as a percentage  of net premiums  earned for the
three months ended March 31, 1999 were 20.3% as compared with 10.5% for the same
period of the prior year. The increase in the ratio is primarily attributable to
the effect of the  one-time  assumption  of  premiums  in 1998 which was written
without commission expense and lowered the 1998 ratio substantially.

     Interest expense decreased to $290,000 for the three months ended March 31,
1999  from  $378,000  for the same  period  of the  prior  year as a result of a
decrease in average loan principal outstanding.

                                                                               6


<PAGE>


                                  NYMAGIC, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                       AND RESULTS OF OPERATIONS CONTINUED

     Net  investment  income  for the three  months  ended  March  31,  1999 was
$4,692,000,  representing  a  decrease  of 13% from the level of net  investment
income  achieved  in the first  quarter  1998 of  $5,384,000.  The  decline  was
principally  caused by a reduction in invested  assets  following the payment of
approximately $25.1 million in aviation insurance losses on a gross basis during
the quarter.  The Company's  aviation business is substantially  reinsured,  and
recoveries  relating to these  losses are expected to be received in the current
quarter.

     General and  administrative  expenses decreased by 2% in 1999 when compared
with the first quarter of 1998. The prior year's first quarter  included certain
non-recurring  expenses  incurred in connection with the assumption of premiums.
Excluding such expenses, the 1999 expense would have increased by 4% over 1998.

     Realized  investment  gains of $4,494,000  for the three months ended March
31,  1999  result  mainly  from the sale of  appreciated  equity  securities  in
addition to sales  resulting from monitoring the Company's  overall  exposure to
equities.

     Liquidity and Capital Resources

     Total  investments  decreased to $425.6 million at March 31, 1999 primarily
due to reductions in the  investment  portfolio to fund both payment of aviation
losses  on a  gross  basis  and  reinsurance  premium  payments  in  1999.  This
contributed  to cash  flow  used in  operations  in 1999 of $14.7  million.  The
Company  maintains an adequate  level of  reinsurance  in the  aviation  line to
prevent such losses from significantly  affecting net income. However, there may
be timing  differences  between the  payment of gross  losses by the Company and
cash  collections  received from reinsurers which may adversely impact cash flow
in any one period.

     The Company  adheres to investment  guidelines as prescribed by the finance
committee  of the  Board  of  Directors.  Such  guidelines  were  conservatively
designed to provide the Company with adequate capital  protection and sufficient
liquidity  to  meet  existing  obligations.  The  Company  believes  that it has
adequate resources to meet its liquidity requirements.

     The  Company did not  repurchase  shares of common  stock  during the first
quarter of 1999.

     Other Accounting Matters

     The  insurance  pools  participated  in the  issuance of umbrella  casualty
insurance for various  Fortune 1,000  companies in the period from 1978 to 1983.
Depending on the accident year,  the insurance  pools' maximum net retention per
occurrence  ranged from  $250,000 to  $500,000.  The  Company's  effective  pool
participation on such risks varied from 11% in 1978 to 30% in 1983. At March 31,
1999 and December 31, 1998, the Company's net loss and loss  adjustment  expense
reserves for Asbestos/Pollution  policies for those periods amounted to $9.3 and
$9.0 million,  respectively. As of March 31, 1999, the Company had approximately
400  policies  which  had at least  one  claim  relating  to  Asbestos/Pollution
exposures with an insignificant  number of claims filed or resolved in 1999. Net
loss  and  loss  adjustment  expense  payments  on  Asbestos/Pollution  policies
amounted to $359,000  and $73,000 for the three  months ended March 31, 1999 and
1998,  respectively.  The  Company  believes  that the  uncertainty  surrounding
Asbestos/Pollution


                                                                               7



<PAGE>



                                  NYMAGIC, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                       AND RESULTS OF OPERATIONS CONTINUED

exposures,  including issues as to insureds' liabilities,  ascertainment of loss
date,  definitions  of  occurrence,   scope  of  coverage,   policy  limits  and
application and interpretation of policy terms, including exclusions, all affect
the estimation of ultimate losses. Under such circumstances,  it is difficult to
determine the ultimate loss for  Asbestos/Pollution  related  claims.  Given the
uncertainty  in this area,  losses from  Asbestos/Pollution  related  claims are
likely  to  develop  adversely.  However,  the  Company  believes  that,  in the
aggregate,  the unpaid loss and loss adjustment expense reserves as of March 31,
1999,  allow for an  adequate  provision  and that the  ultimate  resolution  of
Asbestos/Pollution  claims  will not have a  material  impact  on the  Company's
financial position.


Impact of Year 2000

          Computer  systems and  electronic  devices which are based on software
programs  which  process  dates with two digits  rather  than four to define the
applicable  year may assume that all years occur only in the 20th century.  This
could cause the Company to experience a system failure or miscalculation causing
disruptions  of  operations  controlled  by such systems or devices,  including,
among other things, an inability to process transactions,  send invoices, engage
in actuarial analyses, compute and track payment schedules, control equipment or
engage in similar normal  business  activities.  The Company's  exposure to this
potential phenomenon is concentrated  principally in its legacy hardware system,
insurance  business  operations  software,   financial   applications   software
(accounts payable,  general ledger and other packages),  business relations, and
potential  underwriting  losses  arising  from  claims  by  insureds  under  the
Company's  insurance policies for relief for losses resulting from the Year 2000
phenomenon.

         The following discussion is based on management's best estimates, which
were derived using numerous  assumptions of future  events,  including,  without
limitation,  the continuing availability of basic utilities and other resources,
the  availability  of trained  personnel at reasonable  cost, and the ability of
third  parties to  replace or upgrade  noncompliant  software  and  hardware  at
reasonable  cost.  There can be no guarantee that these  assumptions  will prove
accurate,  and,  accordingly,  actual results may  materially  differ from those
anticipated.

Readiness and Compliance Plan

         The Company  separated its Year 2000  compliance  plan into three major
phases:  (1)  Information  Technology;  (2)  Compliance  by Vendors and Business
Relations;  and (3)  Potential  Underwriting  Losses.  These  three  phases  are
considered the most critical components of the Year 2000 efforts for the
Company.

Information Technology

         In  1996,  the  Company  commenced   overhauling  its  existing  legacy
mainframe  computer  hardware and software  systems in order to improve employee
productivity and financial reporting.  The Company extended the project to cover
Year 2000 concerns.

                                                                               8




<PAGE>


                                  NYMAGIC, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                       AND RESULTS OF OPERATIONS CONTINUED

         In June, 1998, the Company replaced its computer hardware system with a
client-server  architecture  which is Year  2000  compliant.  The  Company  also
successfully  upgraded its insurance business  operations  software so that such
software now functions with the new Year 2000 compliant  operating  system.  The
upgraded  operations  software  was  modified   subsequently  to  be  Year  2000
compliant.  The  Company  is  currently  testing  and  evaluating  the Year 2000
compliant version of its insurance business operations software,  the results of
which, have been successful.  The Company expects to complete the testing of its
business operations software, which is currently on schedule, by June 30, 1999.

         The  Company  expects  that  its  remaining  software  (which  includes
financial applications for accounts payable,  general ledger and other packages)
will be Year 2000  compliant by June 30, 1999.  The Company  purchased Year 2000
compliant  systems for financial  applications  and is currently  evaluating and
testing data to ensure  compliance.  The Company is  approximately  50% complete
with respect to this phase of its Year 2000 evaluation  efforts and is currently
on schedule with its  compliance  plans.  In the event such  recently  purchased
systems fail the compliance  testing,  the Company would seek to purchase and/or
license alternative replacement software which is Year 2000 compliant.

Compliance by Vendors and Business Relations

         In connection  with the Company's Year 2000 plan, the Company is in the
process of communicating with its various business  relationships and vendors to
determine the extent of their Year 2000 compliance.  In 1998, the Company mailed
questionnaires  to  approximately  300 companies which the Company  considers to
have an important  relationship with the Company.  To date, the Company received
responses  from 264 of such companies who responded that they are in the process
of becoming Year 2000  compliant  before  January 1, 2000. In 1999,  the Company
selected  the  10  largest   producers  for  the  Company,   which  account  for
approximately  64% of  the  Company's  1998  gross  writings  for  the  domestic
insurance companies, and requested additional information to evidence their Year
2000 Compliance. Also, the Company is soliciting the non-responding companies to
determine  the extent of their  compliance.  The  Company  is  current  with its
timetable  on this  phase  of its  compliance  plan  and  believes  that it will
complete  analyzing  the  Year  2000  compliance  of its  vendors  and  business
relationships by July 1999. In the event that a business  relationship  does not
respond to the  Company or does not  demonstrate  that its own  systems are Year
2000 compliant, then such business relationships may need to be terminated which
may  result  in a  material  adverse  effect on the  Company's  business,assets,
prospects, liquidity and financial condition.

Potential Underwriting Losses

         Property/casualty insurance companies may have an underwriting exposure
related to the Year 2000  phenomenon.  Although the Company has not received any
claims for  coverage  from  insureds  based on losses  resulting  from Year 2000
issues, there can be no assurance that insureds will be free from losses of this
type or that the  Company  will be free from  claims  made  under the  Company's
insurance policies. If any claims are made, coverage, if any, will depend on the
facts and circumstances of the claim and the provisions of the subject insurance
policy. The Company,  in certain  instances,  has been able to include Year 2000
exclusions in its policy forms. Also, the Company is requesting information from
certain  insureds  as to the extent of their Year 2000  compliance.  The Company
will continue to monitor policies issued throughout the 1999 year as a result of
compliance under this phase of its Year 2000 evaluation  efforts.  At this time,
the Company is unable to determine  whether the adverse  impact and/or extent of
underwriting  losses,  if any, in connection  with the  foregoing  circumstances
would be material to the Company.

                                                                               9

<PAGE>
                                  NYMAGIC, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                       AND RESULTS OF OPERATIONS CONTINUED


Cost of Year 2000 Compliance

         The Company  estimates,  based on its  evaluations and actions taken to
date, that the aggregate cost of its information  technology project,  including
the cost of achieving Year 2000 compliance,  will be approximately $1,400,000 of
which  approximately  $1,250,000 has been expended through March 31, 1999. These
costs  (excluding   internal  personnel   expenses)  are  comprised  of  outside
consulting  service  costs for  evaluation  and upgrade of systems,  acquisition
costs for new equipment and componentry, and licensing and purchase fees for new
and upgraded software.  This process has not had a material impact on the status
of other internal technology projects.

Contingency Plan; Actual Results May Differ

         The Company is in the beginning stages of developing a contingency plan
in the event that its insurance  business  operation software is not placed into
use.  This  plan,  which  has not been  finalized,  includes  a  combination  of
purchasing personal computers and utilizing manual systems. The contingency plan
also  addresses  Year 2000  issues  relating  to  environmental  concerns.  This
includes telephone and security systems, copiers, electrical availability,  etc.
In  addition,   a  disaster   recovery  plan  is  being  formulated  to  address
environmental concerns in the event of non-compliance.

         Actual results may differ materially from those  anticipated.  Specific
factors that might cause such material  differences include, but are not limited
to, the availability and cost of personnel  trained in this area, the ability to
locate suitable cost efficient  replacements (or upgrades to) computer  hardware
and  software  which are Year 2000  compliant,  and the  ability to correct  all
relevant  computer  codes and similar  uncertainties.  There can be no assurance
that the Company will be immune from underwriting  losses arising from Year 2000
issues  and such  losses  may result in a  material  and  adverse  effect on the
Company's business, assets, liquidity and financial condition.

         Market Risks

         The  investment  portfolio has exposure to market risks which  includes
the effect of adverse changes in interest rates,  credit quality,  equity prices
and foreign  exchange  rates on the  portfolio.  Interest rate risk includes the
changes in the fair value of fixed  maturities  based upon  changes in  interest
rates.  Credit  quality  risk  includes  the risk of  default by issuers of debt
securities.  Foreign  currency  risk  includes  exposure  to  changes in foreign
exchange  rates on the market value and interest  income of foreign  denominated
investments.  Equity risk includes the  potential  loss from changes in the fair
value of equity securities. There have been no changes to the Company's exposure
to market  risks  during  the  quarter as  compared  to those  disclosed  in the
Company's financial statements for the year ended December 31, 1998.

         Forward -Looking  Statements

         This  Quarterly  Report on Form 10-Q contains  certain  forward-looking
statements  concerning  the  Company's  operations,   economic  performance  and
financial  condition,  including,  in particular the likelihood of the Company's
success in developing and expanding its business and Year 2000 compliance. These
statements  are  based  upon a number of  assumptions  and  estimates  which are
inherently subject to significant uncertainties and contingencies, many of which
are beyond the control of the Company,  and reflect  future  business  decisions
which are  subject  to change.  Some of these  assumptions  inevitably  will not
materialize, and unanticipated events will occur which will affect the Company's
results.


                                                                              10

<PAGE>

                                  NYMAGIC, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                       AND RESULTS OF OPERATIONS CONTINUED


         Such  statements  are made  under  the safe  harbor  provisions  of the
Private Securities  Litigation Reform Act of 1995. These statements may include,
but are not limited to, projections of premium revenue, investment income, other
revenue,  losses,  expenses,  earnings, cash flows, plans for future operations,
common  stockholders'  equity,  investments,  capital  plans,  dividends,  plans
relating  to  products  or  services  of,  plans for Year 2000  compliance,  and
estimates  concerning  the effects of litigation or other  disputes,  as well as
assumptions of any of the foregoing and are generally  expressed with words such
as  "believes,"  "estimates",  "expects,"  "anticipates,"  "plans,"  "projects,"
"forecasts," "goals", "could have," "may have" and similar expressions.








































                                                                              11


<PAGE>


                           PART II - OTHER INFORMATION




ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K


(a)    Exhibits
       None

(b)    Reports on Form 8-K
       There were no reports on Form 8-K filed for the three  months ended March
31, 1999.





                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                                  NYMAGIC, INC.
                                  (Registrant)



Date:     May 17, 1999                                    /s/ Vincent T. Papa 
          ----------------                           --------------------------
                                                              Vincent T. Papa
                                                      (Chief Executive Officer)


                                                        /s/ Thomas J. Iacopelli
                                                     --------------------------
                                                            Thomas J. Iacopelli
                                                       (Chief Financial Officer)



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<MULTIPLIER>  1,000
       
<S>                     <C>
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<FISCAL-YEAR-END>                            DEC-31-1999
<PERIOD-END>                                 MAR-31-1999
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