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): February 12, 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))

Item 2.02 Results of Operations and Financial Condition.

     On February 12, 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 December 31, 2008, Validus had cash and invested assets of $3,281.4 million. As of such date, Validus had approximately $6.4 million of asset-backed securities with sub-prime collateral and $3.2 million of insurance enhanced asset-backed securities that have no underlying credit ratings, representing 0.2% and 0.1% of total cash and investments, respectively. 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 February 12, 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: February 12, 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
February 12, 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 December 31, 2008, the Portfolio had a fair market value of $3,281.4 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 December 31, 2008

	RATING
	Gov’t		AAA		AA		A		BBB		BB		B		Other		Total
Mortgage-Backed Securities
Residential Mortgage-Backed GNMA		41.5		—		—		—		—		—		—		—		41.5
FNMA		212.2		—		—		—		—		—		—		—		212.2
Freddie Mac		180.0		—		—		—		—		—		—		—		180.0
Total Agency RMBS		433.7		—		—		—		—		—		—		—		433.7
Non-Agency RMBS		—		205.7		4.2		14.0		3.2		—		4.0		—		231.1
Total Residential Mortgage-Backed		433.7		205.7		4.2		14.0		3.2		—		4.0		—		664.8
Commercial Mortgage-Backed		—		186.2		—		6.1		—		—		—		—		192.3
Total Mortgage-Backed Securities		433.7		391.9		4.2		20.1		3.2		—		4.0		—		857.1
Asset-Backed Securities
Sub Prime		—		6.4		—		—		—		—		—		—		6.4
Credit Cards		—		32.4		—		—		—		—		—		—		32.4
Autos		—		83.6		1.2		0.3		—		—		—		—		85.1
Stranded Cost & UK ABS		—		13.1		—		—		—		—		—		—		13.1
Total Asset-Backed Securities		—		135.5		1.2		0.3		—		—		—		—		137.0
Total Asset-Backed and Mortgage-
Backed Securities																		994.1

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Residential Mortgage Backed Securities (“RMBS”) (20.3% of total cash and investments*)

GSE (Government Sponsored Enterprise) RMBS (13.2%)

The Portfolio contains $433.7 million in GSE residential mortgage-backed securities.

Validus’ GSE RMBS allocation has a weighted-average effective duration of 2.0 years; a weighted-average life of 2.9 years; a fair market price of 102.71 and corresponding yield of 4.1%; a book yield of 5.5% and an unrealized gain of approximately $8.2 million.

Non-Agency RMBS — Prime (3.9%)

The Portfolio’s $127.3 million prime non-Agency RMBS allocation includes $113.5 million of AAA rated securities. 63.5% of Validus’ prime non-Agency allocation consists of securities whose loans were originated in 2005 and prior; 18.5% of the prime RMBS allocation was issued in 2006. The allocation has a weighted average current credit enhancement of 8.1%, which will increase as the securities pay down. The allocation has a weighted-average FICO score of 740 and a loan-to-value ratio of 65.2%.

Validus’ overall prime non-agency allocation has a weighted-average effective duration of 2.0 years; a weighted-average life of 3.4 years; a fair market price of 75.04 and corresponding yield of 14.3%; an equivalent weighted-average book yield of 5.5%; and an unrealized loss of approximately $45.5 million.

Non-Agency RMBS — Alt-A (3.2%)

84.8% of the Portfolio’s $103.8 million Alt-A non-Agency RMBS allocation consists of AAA rated securities. 48.4% 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 25.0%, 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 77.7%.

Validus’ overall Alt-A non-agency allocation has a weighted-average effective duration of 2.2 years; a weighted-average life of 4.0 years; a fair market price of 81.75 and corresponding yield of 7.0%; a book yield of 3.7%; and an unrealized loss of approximately $22.8 million.

The Company determined that markets for certain of its non-agency RMBS (“identified non-agency RMBS securities”), primarily Alt-A, were illiquid at December 31, 2008. 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		B		Total
2007		45.3		4.2		—		—		—		4.0		53.5
2006		20.0		—		—		3.2		—		—		23.2
2005		19.9		—		4.4		—		—		—		24.3
2004 and prior		2.8		—		—		—		—		—		2.8
Total		88.0		4.2		4.4		3.2		—		4.0		103.8

* Total cash and investments at 12/31/08 (MMs) = $3,281.4

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ABS (4.2% of total cash and investments *)

Auto & Credit Card ABS — Non Sub-Prime (4.0%)

The Portfolio’s $130.6 million allocation to ABS includes $129.1 million of AAA rated securities. The ABS portfolio excluding Sub-Prime consists of auto, credit card, stranded cost and UK ABS. 62.9% 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 0.7 years; a fair market price of 97.83 and corresponding yield of 8.0%; a book yield of 4.8% and an unrealized loss of approximately $3.2 million.

Home Equity ABS — Sub-Prime (0.2%)

The Portfolio’s $6.4 million sub-prime HEL ABS allocation consists entirely of AAA rated securities. 67.0% of Validus’ sub-prime allocation consists of securities issued in 2006 and prior. The allocation has a weighted-average current credit enhancement of 36.7% and very short weighted-average life of 1.1 years. The credit enhancement will continue to increase as the securities pay down. The securities have a weighted-average FICO score of 627 and a loan-to-value ratio of 79.1%.

Validus’ overall home equity-backed ABS allocation has a weighted-average effective duration of 0.7 years; a weighted-average life of 1.1 years; a fair market price of 88.63 and corresponding yield of 19.8%; a book yield of 0.6%; and an unrealized loss of approximately $0.9 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		B		Total
2007		2.1		—		—		—		—		—		2.1
2006		3.7		—		—		—		—		—		3.7
2005		—		—		—		—		—		—		—
2004 and prior		0.6		—		—		—		—		—		0.6
Total		6.4		—		—		—		—		—		6.4

CMBS (5.9% of total cash and investments *)

The Portfolio’s $192.3 million CMBS allocation includes $186.2 million of AAA rated securities. The Portfolio is well-diversified with seasoned deals that have collateral with transparent histories. 66.9% of Validus’ CMBS allocation consists of securities issued in 2004 and prior; 16.2% of the portfolio’s allocation was issued in 2005 and 2006. The allocation has a weighted average current credit enhancement of 28.8% and defeasance adjusted credit enhancement of 40.1%, both of which will increase as the securities pay down. The average loan-to-value ratio is 68.8% and the debt service coverage ratio in excess of 1.69.

Validus’ overall CMBS allocation has a weighted-average effective duration of 2.4 years; a weighted-average life of 2.8 years; a fair market price of 89.36 and corresponding yield of 10.2%; a book yield of 5.3%; and an unrealized loss of approximately $25.5 million.

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

Vintage	AAA		AA		A		BBB		BB		B		Total
2007		32.6		—		—		—		—		—		32.6
2006		20.1		—		—		—		—		—		20.1
2005		11.1		—		—		—		—		—		11.1
2004 and prior		122.4		—		6.1		—		—		—		128.5
Total		186.2		—		6.1		—		—		—		192.3

* Total cash and investments at 12/31/08 (MMs) = $3,281.4

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Validus Exposure to U.S. Government Sponsored Agencies

As of December 31, 2008, the Portfolio had approximately $144.1 million invested in debt of U.S. Government sponsored agencies Fannie Mae (FNMA) and Freddie Mac (FHLMC), as set forth below:

	Fair Market Values (in USD MM)						% of Total Cash
	FNMA		FHLMC		Total		and Investments
Senior bonds		76.9		60.5		137.4		4.22	%
Subordinated debt		6.7		—		6.7		0.21	%
Total		83.6		60.5		144.1		4.43	%

Validus’ investment guidelines do not permit purchases of equity securities and therefore Validus has no investment in common or preferred stock of FNMA or Freddie Mac. Similarly, the Portfolio’s investment guidelines do not permit investment in derivatives and so the Portfolio does not have exposure to FNMA or Freddie Mac through derivative contracts.

Validus Analysis of Exposure To Financial Guarantors

As of December 31, 2008, the Portfolio has approximately $3.2 million of insurance enhanced asset backed securities (“Insured Investments”) that have no underlying credit ratings. Detail by insurer for the Insured Investments is as follows:

	Fair
	Market		% of Total
	Value		Cash and
Insurer	($MMs)		Investments
FSA		$1.7		0.05	%
AMBAC		0.3		0.01	%
MBIA		1.2		0.04	%
		$3.2		0.10	%

* Total cash and investments at 12/31/08 (MMs) = $3,281.4

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The following table presents the Portfolio by rating category at December 31, 2008, with the Insured Investments shown at the then applicable rating or at the underlying rating without giving effect to insurance enhancement:

Uninsured Investments						Insured Investments						Underlying Ratings of Insured						Total Investments						Total Investments
(A)						(B)						(C)						(A) + (B)						(A) + (C)
	Fair						Fair						Fair						Fair						Fair
	Market						Market						Market						Market						Market
	Value		Market				Value		Market				Value		Market				Value		Market				Value		Market
Rating	($MM)		Value (%)			Rating	($MM)		Value (%)			Rating	($MM)		Value (%)			Rating	($MM)		Value (%)			Rating	($MM)		Value (%)
—																		—
AAA	$	1,939.6		79.1	%	AAA1	$	1.7		53.1	%	AAA		—		0.0	%	AAA	$	1,941.3		79.1	%	AAA	$	1,939.6		79.0	%
AA+		7.6		0.3	%	AA+		—		0.0	%	AA+		—		0.0	%	AA+		7.6		0.3	%	AA+		7.6		0.3	%
AA		83.3		3.4	%	AA		1.2		37.5	%	AA		—		0.0	%	AA		84.5		3.4	%	AA		83.3		3.4	%
AA-		54.8		2.2	%	AA-		—		0.0	%	AA-		—		0.0	%	AA-		54.8		2.2	%	AA-		54.8		2.2	%
A+		105.5		4.3	%	A+		—		0.0	%	A+		—		0.0	%	A+		105.5		4.3	%	A+		105.5		4.3	%
A		190.9		7.8	%	A		0.3		9.4	%	A		—		0.0	%	A		191.2		7.8	%	A		190.9		7.8	%
A-		42.3		1.7	%	A-		—		0.0	%	A-		—		0.0	%	A-		42.3		1.7	%	A-		42.3		1.7	%
BBB+		4.3		0.2	%	BBB+		—		0.0	%	BBB+		—		0.0	%	BBB+		4.3		0.2	%	BBB+		4.3		0.2	%
BBB		8.1		0.3	%	BBB		—		0.0	%	BBB		—		0.0	%	BBB		8.1		0.3	%	BBB		8.1		0.3	%
BB+		7.4		0.3	%	BB+		—		0.0	%	BB+		—		0.0	%	BB+		7.4		0.3	%	BB+		7.4		0.3	%
B+		3.5		0.2	%	B+		—		0.0	%	B+		—		0.0	%	B+		3.5		0.2	%	B+		3.5		0.2	%
B		4.0		0.2	%	B		—		0.0	%	B		—		0.0	%	B		4.0		0.2	%	B		4.0		0.2	%
NR		—		0.0	%	NR		—		0.0	%	NR2		3.2		100.0	%	NR		—		0.0	%	NR2		3.2		0.1	%
—																		—
Sub-total	$	2,451.3		100.0	%	Sub-total	$	3.2		100.0	%	Sub-total	$	3.2		100.0	%	Sub-total	$	2,454.5		100.0	%	Sub-total	$	2,454.5		100.0	%
Cash & Short-term investments																				826.9						826.9
Total cash and investments																			$	3.281.4					$	3.281.4

1	Includes insured investments without underlying ratings.
2	The insured investments have no underlying ratings.

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As of December 31, 2008, the Portfolio’s allocation to Corporate and Financial issuers was $569.6 million and $306.9 million, respectively. The following table presents the ten largest Corporate and ten largest Financial issuers as of December 31, 2008:

Corporate Issuers
			% of Total
	Fair Value		Cash and
ISSUER	($MM)		Investments
WELLS FARGO	$	24.1		0.7	%
AT&T INC		22.2		0.7	%
GENERAL ELECTRIC		21.4		0.7	%
JP MORGAN CHASE & CO		16.9		0.5	%
BANK OF AMERICA		16.6		0.5	%
NEW YORK LIFE GLOBAL FUNDING		14.6		0.4	%
GOLDMAN SACHS GROUP INC		12.2		0.4	%
CONOCOPHILLIPS		11.4		0.3	%
CITIGROUP		11.1		0.3	%
TIAA GLOBAL MARKETS CORP		9.8		0.3	%
Sub-total	$	160.3		4.8	%

Financial Issuers
			% of Total
	Fair Value		Cash and
ISSUER	($MM)		Investments
WELLS FARGO	$	24.1		0.7	%
GENERAL ELECTRIC		21.4		0.7	%
JP MORGAN CHASE & CO		16.9		0.5	%
BANK OF AMERICA		16.6		0.5	%
NEW YORK LIFE GLOBAL FUNDING		14.6		0.4	%
GOLDMAN SACHS GROUP INC		12.2		0.4	%
CITIGROUP		11.1		0.3	%
TIAA GLOBAL MARKETS CORP		9.8		0.3	%
HOUSEHOLD FINANCE CORP		8.9		0.3	%
AMERICAN EXPRESS		8.3		0.3	%
Sub-total	$	143.9		4.4	%

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.
*	Total cash and investments at 12/31/08 (MMs) = $3,281.4

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