Orchestrated dumping!!, page-2

QBE INSURANCE GROUP LIMITED 2002-09-05 ASX-SIGNAL-G

HOMEX - Sydney

+++++++++++++++++++++++++
Pursuant to ASX Listing Rule 3.10.3, QBE advises that the issue of
US$150 million in debt based LYONs securities (US$172.5 million if
the over-allotment option is exercised in full by the underwriter)
may result in the issue of ordinary shares of QBE. Details of the
ordinary shares that may be issued are as follows:

* Ordinary shares;

* Maximum number of ordinary shares which may be issued is 38,971,393
ordinary shares (if the over-allotment option is exercised in full by
the underwriter);

* Approximately A$566 million at maturity on 15 April 2022 and if the
over-allotment option is exercised in full by the underwriter, at
current A$/US$ exchange rates (unfortunately, the third dot point of
our letter of 9 April 2002 was incorrect by referring to
approximately A$566 million; the US$ amount at maturity after the
exercise of the over-allotment option is US$505,375,000, which is
approximately A$928 million at current A$/US$ exchange rates);

* The ordinary shares that may be issued will rank equally with all
existing issued ordinary shares; and

* Debt restructure.

QBE is not intending to seek shareholder approval at this time for
any issue of ordinary shares under the terms of the LYONs. The issue
will not be to an existing class of security holders.

For more detail on the terms of the LYONs, the market is generally
referred to our press release of 9 April 2002.


D Ramsay
GENERAL COUNSEL AND COMPANY SECRETARY