8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 5, 2009

Commission file number 001-33606

VALIDUS HOLDINGS, LTD.

(Exact name of registrant as specified in its charter)

BERMUDA	98-0501001
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

19 Par-La-Ville Road, Hamilton, HM 11 Bermuda
(Address of principal executive offices)

Registrant’s telephone number, including area code: (441) 278-9000
Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition.

     On May 5, 2009, Validus Holdings, Ltd. (“Validus”) released information regarding the quality of its investment portfolio. A copy of this release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

     As of March 31, 2009, Validus had cash and invested assets of $3,462.7 million. Validus is providing the foregoing additional disclosure on the composition of its portfolio in response to the recent volatility in the global credit markets.

     The information in this Current Report on Form 8-K, including the information set forth in Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed herewith:

Exhibit No.	Description
99.1	Release regarding investment portfolio dated May 5, 2009

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 hereunto duly authorized.

Date: May 5, 2009

VALIDUS HOLDINGS, LTD.            (Registrant)
By:	/s/ Joseph E. (Jeff) Consolino
Name:		Joseph E. (Jeff) Consolino
Title:		Executive Vice President & Chief Financial Officer

EX-99.1

Exhibit 99.1

	Validus Holdings, Ltd. Bermuda Commercial Bank Building 19 Par-la-Ville Road Hamilton, HM 11 Bermuda
May 5, 2009	Mailing Address: Suite 1790 48 Par-la-Ville Road Hamilton, HM 11 Bermuda
	Telephone: (441) 278-9000 Facsimile: (441) 278-9090 Website: www.validusre.bm

ADDITIONAL DISCLOSURE ON THE VALIDUS HOLDINGS, LTD. (“VALIDUS”)
CONSOLIDATED INVESTMENT PORTFOLIO (THE “PORTFOLIO”)

As of March 31, 2009, the Portfolio had a fair market value of $3,462.7 million. Validus is providing the following additional disclosure on the composition of its Portfolio in response to the continued volatility in the global credit markets.

Validus Mortgage-Backed And Asset-Backed Securities Portfolio

Market Values (in USD MM) as of March 31, 2009

	RATING
	Gov't		AAA		AA		A		BBB		BB		B		Other		Total
Mortgage-Backed Securities
Residential Mortgage-Backed GNMA		71.0		—		—		—		—		—		—		—		71.0
FNMA		287.8		—		—		—		—		—		—		—		287.8
Freddie Mac		175.1		—		—		—		—		—		—		—		175.1
Total Agency RMBS		533.9		—		—		—		—		—		—		—		533.9
Non-Agency RMBS		—		101.8		12.9		15.0		4.2		8.9		28.0		36.6		207.4
Total Residential Mortgage-Backed		533.9		101.8		12.9		15.0		4.2		8.9		28.0		36.6		741.3
Commercial Mortgage-Backed		—		88.5		—		—		—		—		—		—		88.5
Total Mortgage-Backed Securities		533.9		190.3		12.9		15.0		4.2		8.9		28.0		36.6		829.8
Asset-Backed Securities
Sub Prime		—		3.2		—		1.5		—		—		—		—		4.7
Credit Cards		—		9.8		—		—		—		—		—		—		9.8
Autos		—		68.2		1.0		—		1.1		—		—		—		70.3
Stranded Cost & UK ABS		—		10.3		—		—		—		—		—		—		10.3
Total Asset-Backed Securities		—		91.5		1.0		1.5		1.1		—		—		—		95.1
Total Asset-Backed and Mortgage-Backed Securities																		924.9

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Residential Mortgage Backed Securities (“RMBS”) (21.4% of total cash and investments*)

GSE (Government Sponsored Enterprise) RMBS (15.4%)

The Portfolio contains $533.9 million in GSE residential mortgage-backed securities.

Validus’ GSE RMBS allocation has a weighted-average effective duration of 1.4 years; a weighted-average life of 2.5 years; a fair market price of 103.89 and corresponding yield of 3.2%; a book yield of 5.0% and an unrealized gain of approximately $12.5 million.

Non-Agency RMBS — Prime (3.3%)

The Portfolio’s $113.8 million prime non-Agency RMBS allocation includes $88.2 million of AAA rated securities. All of these securities were originally rated AAA at the time of purchase. 61.5% of Validus’ prime non-Agency allocation consists of securities whose loans were originated in 2005 and prior; 19.3% of the prime RMBS allocation was issued in 2006. The allocation has a weighted average current credit enhancement of 8.2%, which will increase as the securities pay down. The allocation has a weighted-average FICO score of 739 and a loan-to-value ratio of 65.6%.

Validus’ overall prime non-agency allocation has a weighted-average effective duration of 1.8 years; a weighted-average life of 3.2 years; a fair market price of 71.98 and corresponding yield of 21.3%; an equivalent weighted-average book yield of 5.4%; and an unrealized loss of approximately $47.1 million.

The following table shows fair market values by vintage year and rating:

Fair Market Values (in USD MM) of Prime non-Agency RMBS by Vintage Year & Rating

Vintage	AAA		AA		A		BBB		BB and below		Total
2007		17.5		—		4.0		—		—		21.5
2006		7.6		6.8		7.5		—		—		21.9
2005		32.5		1.7		2.0		—		3.0		39.2
2004 and prior		30.6		0.6		—		—		—		31.2
Total		88.2		9.1		13.5		—		3.0		113.8

Note: Lower of Moody’s or Standard & Poor’s rating, presented in Standard & Poor’s equivalent rating.

Non-Agency RMBS — Alt-A (2.7%)

14.6% of the Portfolio’s $93.6 million Alt-A non-Agency RMBS allocation consists of AAA rated securities. All of these securities were originally rated AAA at the time of purchase. 49.1% of Validus’ Alt-A non-Agency allocation consists of securities whose loans were originated in 2006 and prior. The allocation has a weighted average current credit enhancement of 24.5%, which will increase as the securities pay down. The allocation has a weighted-average FICO score of 711 and a loan-to-value ratio of 77.6%.

Validus’ overall Alt-A non-agency allocation has a weighted-average effective duration of 1.8 years; a weighted-average life of 4.0 years; a fair market price of 76.72 and corresponding yield of 8.9%; an equivalent weighted average book yield of 3.6%; and an unrealized loss of approximately $28.1 million.

The Company determined that markets for certain of its non-agency RMBS (“identified non-agency RMBS securities”), primarily Alt-A, were illiquid at March 31, 2009. As a result, the identified non-agency RMBS securities were deemed to be Level 3 securities as defined by Financial Accounting Standard 157 (“FAS 157”). The Company applied the guidance in FSP FAS 157-3 to determine the fair market value of the identified non-agency RMBS securities using a discounted cash flow model.

The following table shows fair market values by vintage year and rating:

Fair Market Values (in USD MM) of Alt-A non-Agency RMBS by Vintage Year & Rating

Vintage	AAA		AA		A		BBB		BB and below		Total
2007		7.0		3.9		—		—		36.7		47.6
2006		—		—		—		—		21.0		21.0
2005		4.1		—		1.6		4.2		12.5		22.4
2004 and prior		2.6		—		—		—		—		2.6
Total		13.7		3.9		1.6		4.2		70.2		93.6

Note: Lower of Moody’s or Standard & Poor’s rating, presented in Standard & Poor’s equivalent rating.

* Total cash and investments at 3/31/09 (MMs) = $3,462.7

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ABS (2.7% of total cash and investments *)

Auto & Credit Card ABS — Non Sub-Prime (2.6%)

The Portfolio’s $90.4 million allocation to ABS includes $88.3 million of AAA rated securities. The ABS portfolio excluding Sub-Prime consists of auto, credit card, stranded cost and UK ABS. 54.4% of Validus’ auto- and credit card-backed allocation consists of securities whose loans were originated in 2006 and prior.

Validus’ ABS allocation, excluding Sub-Prime, has a weighted-average effective duration of 0.6 years; a weighted-average life of 0.6 years; a fair market price of 100.27 and corresponding yield of 5.1%; a book yield of 4.7% and an unrealized gain of approximately $0.2 million.

Home Equity ABS — Sub-Prime (0.1%)

The Portfolio’s $4.7 million sub-prime home equity ABS allocation includes $3.2 million of AAA rated securities. 63.8% of Validus’ sub-prime allocation consists of securities issued in 2006 and prior. The allocation has a weighted-average current credit enhancement of 36.3%. The credit enhancement will continue to increase as the securities pay down. The securities have a weighted-average FICO score of 619 and a loan-to-value ratio of 78.7%.

Validus’ overall home equity ABS allocation has a weighted-average effective duration of 0.8 years; a weighted-average life of 1.1 years; a fair market price of 88.63 and corresponding yield of 30.4%; a book yield of 0.7%; and an unrealized loss of approximately $1.2 million.

The following table shows fair market values by vintage year and rating:

Fair Market Values (in USD MM) of Sub prime HEL ABS by Vintage Year & Rating

Vintage	AAA		AA		A		BBB		BB and below		Total
2007		1.7		—		—		—		—		1.7
2006		1.1		—		1.5		—		—		2.6
2005		—		—		—		—		—		—
2004 and prior		0.4		—		—		—		—		0.4
Total		3.2		—		1.5		—		—		4.7

Note: Lower of Moody’s or Standard & Poor’s rating, presented in Standard & Poor’s equivalent rating.

CMBS (2.6% of total cash and investments *)

The Portfolio’s $88.5 million CMBS allocation consists entirely of AAA rated securities. The Portfolio is well-diversified with seasoned deals that have collateral with transparent histories. 91.1% of Validus’ CMBS allocation consists of securities issued in 2004 and prior. The allocation has a weighted average current credit enhancement of 33.0% and defeasance adjusted credit enhancement of 50.5%, both of which will increase as the securities pay down. The average loan-to-value ratio is 68.9% and the debt service coverage ratio in excess of 1.61.

Validus’ overall CMBS allocation has a weighted-average effective duration of 0.9 years; a weighted-average life of 1.0 years; a fair market price of 99.99 and corresponding yield of 6.1%; a book yield of 5.1%; and an unrealized loss of approximately $0.6 million.

* Total cash and investments at 3/31/09 (MMs) = $3,462.7

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The following table shows fair market values by vintage year and rating:

Fair Market Values (in USD MM) of CMBS by Vintage Year & Rating

Vintage	AAA		AA		A		BBB		BB and below		Total
2007		7.9		—		—		—		—		7.9
2006		—		—		—		—		—		—
2005		—		—		—		—		—		—
2004 and prior		80.6		—		—		—		—		80.6
Total		88.5		—		—		—		—		88.5

Note: Lower of Moody’s or Standard & Poor’s rating, presented in Standard & Poor’s equivalent rating.

* Total cash and investments at 3/31/09 (MMs) = $3,462.7

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As of March 31, 2009, the Portfolio’s allocation to Corporate and Financial issuers was $655.2 million and $242.5 million, respectively. The following table presents the ten largest Corporate and ten largest Financial issuers as of March 31, 2009:

Corporate Issuers

			% of Total
	Fair Value		Cash and
ISSUER	($MM)		Investments
AT&T INC	$	30.1		0.9	%
WELLS FARGO		23.3		0.7	%
GENERAL ELECTRIC		20.9		0.6	%
PEPSICO		19.7		0.6	%
VERIZON		19.6		0.6	%
BANK OF AMERICA		17.9		0.5	%
ROCHE HOLDINGS		15.3		0.4	%
HEWLETT-PACKARD		13.0		0.4	%
WYETH		12.1		0.3	%
ORACLE		11.9		0.3	%
Sub-total	$	183.8		5.3	%

Financial Issuers

			% of Total
	Fair Value		Cash and
ISSUER	($MM)		Investments
WELLS FARGO	$	23.3		0.7	%
GENERAL ELECTRIC		20.9		0.6	%
BANK OF AMERICA		17.9		0.5	%
CITIGROUP		10.1		0.3	%
JP MORGAN CHASE & CO		9.9		0.3	%
BANK OF NEW YORK		9.4		0.3	%
BP CAPITAL		8.9		0.3	%
HOUSEHOLD FINANCE CORP		8.9		0.3	%
GOLDMAN SACHS GROUP INC		8.8		0.3	%
MORGAN STANLEY		8.1		0.2	%
Sub-total	$	126.2		3.8	%

1	Issuers exclude government-backed, government-sponsored enterprises and cash and cash equivalents.
2	Credit exposures represent only direct exposure to fixed maturities and short-term investments of the parent issuer and its major subsidiaries.

These exposures exclude asset and mortgage backed securities that were issued, sponsored or serviced by the parent.

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