FINANCIAL PACIFIC INSURANCE GROUP INC S-1

FORM S-1

RESTATED CERTIFICATE OF INCORPORATION

BYLAWS OF THE REGISTRANT

SPECIMEN COMMON STOCK CERTIFICATE

AMENDMENT NUMBER ONE TO THE STOCKHOLDERS AGREEMENT

1993 STOCK INCENTIVE PLAN

FORM OF STOCK OPTION AGREEMENT

EMPLOYMENT AGRMT REGISTRANT & ROBERT GOODELL

EMPLOYMENT AGREEMENT REGISTRANT & ROBERT KINGSLEY

EMPLOYMENT AGREEMENT REGISTRANT AND ED PAOLETTI

EMPLOYMENT AGREEMENT REGISTRANT & WALLACE RASCHER

EMPLOYMENT AGREEMENT REGISTRANT & TIMOTHY BLAEDE

EMPLOYMENT AGRMT REGISTRANT & JOHN HOLLINGSHEAD

EMPLOYMENT AGREEMENT REGISTRANT & ARTUR TERNER

EMPLOYMENT AGREEMENT REGISTRANT & CHUCK WARDLAW

RESTRICTED STOCK AGREEMENT

NOTE & WARRANT PURCHASE AGREEMENT

FORM OF 12% SENIOR NOTE DUE 2001

FORM OF WARRANT ISSUED BY THE REGISTRANT

FORM OF WARRANT ISSUED BY THE REGISTRANT

PROPERTY QUOTA SHARE REINSURANCE CONTRACT

CONTINGENT EXCESS OF LOSS REINSURANCE CONTRACT

CONTINGENT EXCESS OF LOSS REINSURANCE CONTRACT

CASUALTY FACULTATIVE REINSURANCE CONTRACT

PROPERTY QUOTA SHARE REINSURANCE CONTRACT

FIRST EXCESS CASUALTY REINSURANCE CONTRACT

PRODUCER AGREEMENT

CLAIMS MANAGEMENT AGREEMENT

AGREEMENT BETWEEN FPIC & GENERAL REINSURANCE CORP.

AGREEMENT BETWEEN FPIC & GENERAL REINSURANCE CORP.

AGREEMENT BETWEEN FPIC & GENERAL REINSURANCE CORP.

QUOTA SHARE REINSURANCE AGREEMENT

NET LEASE AGREEMENT

PROMISSORY NOTE DATED SEPTEMBER 15, 1997

STOCK PURCHASE AGREEMENT DATED FEBRUARY 24, 1997

FORM OF INDEMNIFICATION AGREEMENT

COMPUTATION OF NET INCOME PER SHARE

SUBSIDIARIES OF THE REGISTRANT

FINANCIAL DATA SCHEDULE