8-K

SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 6, 2004

ASPEN INSURANCE HOLDINGS LIMITED
(Exact name of registrant as specified in its charter)

Bermuda				001-31909				Not Applicable
(State or other jurisdiction of incorporation)				(Commission File Number)				(I.R.S. Employer Identification No.)

Victoria Hall
11 Victoria Street
Hamilton HM 11
Bermuda
(Address of principal executive offices)
(Zip Code)

Registrant's telephone number, including area code: (441) 295-8201

Not Applicable
(Former name or former address, if changed since last report)

Item 7.     Financial Statements and Exhibits

(c) The following exhibit is furnished under Items 9 and 12 as part of this report:

99.1        Press Release of the Registrant, dated May 6, 2004.

Item 9.    Regulation FD Disclosure

On May 6, 2004, Aspen Insurance Holdings Limited issued a press release announcing results for the first quarter ended March 31, 2004, which has been attached as Exhibit 99.1.

Item 12.    Results of Operations and Financial Condition

On May 6, 2004, Aspen Insurance Holdings Limited issued a press release announcing results for the first quarter ended March 31, 2004, which has been attached as Exhibit 99.1.

The information furnished under Item 9 "Regulation FD Disclosure" and Item 12 "Results of Operations and Financial Condition" shall not be deemed "filed" for purpose 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.

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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.

ASPEN INSURANCE HOLDINGS LIMITED (Registrant)

Dated: May 6, 2004

By:

/s/ Julian Cusack

Name: Julian Cusack Title: Chief Executive Officer

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INDEX TO EXHIBITS

Exhibit No.				Description
99.1				Press Release of the Registrant dated May 6, 2004.

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

U.S. Contacts:

The Abernathy MacGregor Group                                          Tel: 212-371-5999/917-412-3447
Jason Thompson
Erin Moore

U.K. Contacts:

The Maitland Consultancy                                                          Tel: 44 20 7379 5151
Brian Hudspith

Investor Contact:

Aspen Insurance Holdings Limited                                          Tel: 441-295-8201
Julian Cusack, Chief Financial Officer

ASPEN INSURANCE HOLDINGS LIMITED REPORTS FIRST QUARTER 2004 FINANCIAL RESULTS

•	Net income of $85.0 million for first quarter 2004

•	First quarter 2004 combined ratio 66%

HAMILTON, BERMUDA, May 6, 2004 — Aspen Insurance Holdings Limited (NYSE: AHL) today reported net income of $85.0 million, or $1.18 per diluted share, for the three months ended March 31, 2004.

Gross written premiums were $640.2 million for the first quarter 2004.
The combined ratio was 66% for the first quarter 2004.

Chris O'Kane, chief executive officer, said, "We had an outstanding quarter. Our well-rated portfolio continues to deliver strong returns and cash flow, starting us off on an excellent footing for 2004. I am confident that through our diversified portfolio, strong infrastructure and excellent people we can continue to extract the best possible returns."

Net investment income was $12.0 million for the first quarter 2004.

The Company reports separately on its reinsurance and insurance operations. Gross written premiums for the reinsurance segment were $558.9 million for the first quarter 2004. The reinsurance operations reported a combined ratio of 61% for the first quarter 2004. Gross written premiums for the insurance segment were $81.3 million for the first quarter 2004. The insurance operations reported a combined ratio of 81% for the first quarter 2004.

Shareholders' equity increased from $1,299 million at December 31, 2003 to $1,393 million at March 31, 2004.

Earnings conference call

Aspen will hold a conference call today to discuss its first quarter 2004 financial results today, May 6 at 5:30 PM (EDT). Investors may participate in the live conference call by dialing 800-473-6123 (toll-free domestic) or 973-582-2706 (international); passcode: 4677183. Please call to register at least

10 minutes before the conference call begins. A replay of the call will be available for 30 days on Aspen's website at www.aspen.bm and for two days via the telephone starting approximately two hours following the live call on May 6, 2004, and can be accessed at 877-519-4471 (toll-free domestic) or 973-341-3080 (international); passcode: 4677183.

In addition, a financial supplement relating to the Company's financial results for the first quarter 2004 is available in the Investor Relations section of the Company's website at www.aspen.bm.

About Aspen Insurance Holdings Limited

Aspen Insurance Holdings Limited was established in June 2002. Aspen is a Bermudian holding company that provides property and casualty reinsurance in the global market, property and liability insurance principally in the United Kingdom and surplus lines insurance in the United States. Aspen's operations are conducted through its wholly-owned subsidiaries located in London, Bermuda and the United States: Aspen Insurance UK Limited, Aspen Insurance Limited and Aspen Specialty Insurance Company. Aspen's reinsurance segment consists of property reinsurance, casualty reinsurance and specialty reinsurance lines of business. Aspen's insurance segment consists of commercial property insurance and commercial liability insurance lines of business. Aspen's principal existing shareholders include The Blackstone Group, Candover Partners Limited, Wellington Underwriting plc and Credit Suisse First Boston Private Equity. For more information about Aspen, please visit the Company's website at www.aspen.bm.

Application of the Safe Harbor of the Private Securities Litigation Reform Act of 1995:

This press release may contain, and Aspen may from time-to-time make, written or oral "forward-looking statements" within the meaning of the U.S. federal securities laws. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that do not relate solely to historical or current facts, and can be identified by the use of words such as "expect," "intend," "plan,' "believe," "project," "anticipate," "seek," "will," "project," "estimate," "may," "continue," and similar expressions of a future or forward-looking nature.

All forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties and other factors, many of which are outside the Company's control that could cause actual results to differ materially from such statements. Important events that could cause the actual results to differ include, but are not limited to: the impact of acts of terrorism and acts of war and related legislations; the possibility of greater frequency or severity of or unanticipated losses from natural or man-made catastrophes; the effectiveness of the Company's loss limitation methods; changes in the availability, cost or quality of reinsurance or retrocessional coverage; the loss of key personnel; a decline in the operating subsidiaries' ratings with Standard & Poor's, A.M. Best or Moody's; changes in general economic conditions; increased competition on the basis of pricing, capacity, coverage terms or other factors; decrease in demand for the Company's insurance or reinsurance products and cyclical downturn of the industry; and changes in governmental regulation or tax laws in the jurisdictions where the Company conducts business. For a more detailed description of these uncertainties and other factors, please see the "Risk Factors" section in Aspen's Annual Report on Form 10-K for the year ended December 31, 2003, filed with the U.S. Securities and Exchange Commission. Aspen undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the dates on which they are made.

Summary of Results – Consolidated Income Statement

SUMMARY OF RESULTS — CONSOLIDATED INCOME STATEMENT

				Three Months Ended				Three Months Ended
(in US $ millions)				March 31, 2004				March 31, 2003
UNDERWRITING REVENUES
Gross premiums written					640.2				577.7
Premiums ceded					(130.8	)			(168.6	)
Net premiums written					509.4				409.1
Change in unearned premiums					(203.6	)			(287.5	)
Net premiums earned					305.8				121.6
UNDERWRITING EXPENSES
Losses and loss expenses					(124.1	)			(70.7	)
Acquisition expenses					(59.0	)			(26.3	)
General and administrative expenses					(18.1	)			(7.4	)
Total Underwriting Expenses					(201.2	)			(104.4	)
Underwriting Income					104.6				17.2
OTHER OPERATING REVENUE
Net investment income					12.0				4.9
Interest expense					(0.4	)			0.0
Other income					0.0				0.2
Total other operating revenue					11.6				5.1
OPERATING INCOME BEFORE TAX					116.2				22.3
OTHER
Net exchange (losses)					(0.8	)			0.0
Net realized investment (losses)					(0.3	)			0.0
INCOME BEFORE INCOME TAX					115.1				22.3
Income taxes					(30.1	)			(7.1	)
NET INCOME AFTER TAX					85.0				15.2
Dividends Paid					(2.1	)
Retained Income					82.9				15.2
Components of Net Income (after tax)
Operating income					85.7				15.2
Net realized investment (losses)					(0.2	)			0.0
Net realized exchange losses					(0.5	)			0.0
NET INCOME AFTER TAX					85.0				15.2

PER SHARE DATA

				Three Months Ended				Three Months Ended
(In US$ except for number of shares)				March 31, 2004				March 31, 2003
Basic earnings per share
Net income					1.23				0.27
Operating income					1.24				0.27
Diluted earnings per share
Net income					1.18				0.27
Operating income					1.19				0.27
Weighted average common shares outstanding					69,178,203				56,919,780
Weighted average common shares outstanding and dilutive potential common shares					72,020,678				56,919,780
Book value per share					20.0				15.6
Diluted book value (treasury stock method)					19.2				15.6
Common shares outstanding at end of the period					69,174,303				56,919,780
Common shares outstanding and dilutive potential common shares at end of the period					72,046,579				56,919,780

Consolidated Balance Sheet

(in US$ millions)				March 31, 2004				December 31, 2003
ASSETS
Investments
Fixed Maturities					1,211.2				1,048.1
Short term investments					661.7				568.2
Total Investments					1,872.9				1,616.3
Cash and cash equivalents					185.8				230.8
Reinsurance Recoverables
Unpaid losses					50.7				43.6
Ceded unearned premiums					127.9				48.9
Receivables
Underwriting premiums					713.9				496.5
Other					37.5				40.8
Deferred policy acquisition costs					148.8				94.6
Office properties and equipment					0.9				0.4
Intangible assets					6.6				6.6
Total Assets					3,145.0				2,578.5
LIABILITIES
Insurance Reserves
Losses and loss adjustment expenses					643.4				525.8
Unearned premiums					867.3				572.4
Total insurance reserves					1,510.7				1,098.2
Payables
Reinsurance premiums					112.1				59.9
Accrued expenses and other payables					89.4				81.7
Bank debt					40.0				40.0
Total Liabilities					1,752.2				1,279.8
SHAREHOLDERS' EQUITY
Ordinary shares					1,091.8				1,090.8
Retained earnings					263.6				180.7
Accumulated other comprehensive income, net of taxes					37.4				27.2
Total shareholders' equity					1,392.8				1,298.7
Total Liabilities and Shareholders' Equity					3,145.0				2,578.5

SUMMARIZED CASH FLOW

(in US$ millions)				Three months ended March 31, 2004				Three months ended March 31, 2003
Net cash from operating activities					208.6				62.8
Net cash from investing activities					(254.0	)			98.0
Net cash from financing activities					(2.1	)			(0.3	)
Effect of exchange rate movements on cash and cash equivalents					2.5				(2.8	)
Increase in cash and cash equivalents:
Cash at beginning of the period					230.8				9.6
Cash at end of the period					185.8				167.3

Non-GAAP Financial Measures

In presenting the Company's results, management has included and discussed certain "non-GAAP financial measures", as such term is defined in Regulation G. Management believes that these non-GAAP measures, which may be defined differently by other companies, better explain the Company's results of operations in a manner that allows for a more complete understanding of the underlying trends in the Company's business. However, these measures should not be viewed as a substitute for those determined in accordance with GAAP. The reconciliation of such non-GAAP financial measures to their respective most directly comparable GAAP financial measures in accordance with Regulation G is included in the financial supplement, which can be obtained from Aspen's website at www.aspen.bm.

(1)    Annualized Operating Return on Average Equity (ROAE) is a non-GAAP financial measure. Annualized Operating Return on Average Equity is calculated using 1) operating income, as defined below and 2) excludes from average equity, the average after tax unrealized appreciation or depreciation on investments and the average after tax unrealized foreign exchange gains or losses. Unrealized appreciation (depreciation) on foreign exchange on investments is primarily the result of interest rate movements and the resultant impact on fixed income securities, and unrealized appreciation (depreciation) is the result of exchange rate movements between the US dollar and the British pound. Such appreciation (depreciation) is not related to management actions or operational performance, nor is it likely to be realized. Therefore the Company believes that excluding this unrealized appreciation (depreciation) provides a more consistent and useful measurement of operating performance, which supplements GAAP information. Average equity is calculated as the arithmetic average on a monthly basis for the stated periods.

The Company presents ROAE as a measure that it is commonly recognized as a standard of performance by investors, analysts, rating agencies and other users of its financial information.

See page 15 of the Company's financial supplement for a reconciliation of operating income to net income and page 12 for a reconciliation of average equity.

(2)    Operating income is a non-GAAP financial measure. Operating income is an internal performance measure used by the Company in the management of its operations and represents after-tax operational results excluding, as applicable, after-tax net realized capital gains or losses and after-tax net foreign exchange gains or losses.

The Company excludes after tax net realized capital gains or losses and after-tax net foreign exchange gains or losses from its calculation of operating income because the amount of these gains or losses is heavily influenced by, and fluctuates in part, according to the availability of market opportunities. The Company believes these amounts are largely independent of its business and underwriting process and including them distorts the analysis of trends in its operations. In addition to presenting net income determined in accordance with GAAP, the Company believes that showing operating income enables investors, analysts, rating agencies and other users of its financial information to more easily analyze the Company's results of operations in a manner similar to how management analyzes the Company's

underlying business performance. Operating income should not be viewed as a substitute for GAAP net income. Please see page 15 of the company's financial supplement for a reconciliation of operating income to net income. The company's financial supplement can be obtained from Aspen's website at www.aspen.bm.

(3) Diluted book value per share is a non-GAAP financial measure. The Company has included diluted book value per share because it takes into account the effect of dilutive securities; therefore, the Company believes it is a better measure of calculating shareholder returns than book value per share. Please see page 15 of the company's financial supplement for a reconciliation of diluted book value per share to basic book value per share. The company's financial supplement can be obtained from Aspen's website at www.aspen.bm.

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