BF& M Announces Retirement of CEO

"I was entitled to retire at the end of 40 years service in December 2001. At that time the Board asked me to continue in the position and this suited me very well because there was unfinished business that I wanted to see out of the way before actually stepping down. These included expanding our two principal operating subsidiaries, BF&M General and BF&M Life, building our executive team to ensure a smooth and successful succession, starting down the expansion road by way of acquisitions, completing construction of PXRe House and completing the massive renovations to the Insurance Building. All of this has been or will shortly be accomplished and the time is now right."

"In 2001 I notified the Board that I would retire when I reached 60, which will be in October. The past 3 years have passed very quickly and I am delighted that, as a team, we have completed the objectives I had identified. We have agreed that I will retire as President and Chief Executive Officer on December 31st 2004."

"I have no reason for retiring other than that I will have been with the Company for 43 years with 13 of those years as Chief Executive, and my plan was always to retire at age 60. I love my job and am totally committed to BF&M and the wonderful team that makes up our management and staff. BF&M enjoys an "A (Excellent)" rating from A. M. Best, was the first major company to become an "Investor in People", has recently expanded through acquisitions of business from Canada Life and Sun Life Financial and the acquisition of the former Osprey Investment Management, now renamed North Atlantic Asset Management

Ltd. We are moving forward on all fronts and BF&M is the acknowledged market leader. I, in turn, am immensely proud to be its leader."

Mr. Titterton stressed that he would not be retiring for another 6 months and that the progress of the Company would continue. He said that the Executive team was very focused and there was much to accomplish before the end of the year. The Chairman, Lt. Col. Michael Darling, confirmed that Mr. Titterton would remain as a Director of the Group and announced that Mr. John Wight who is currently Executive Vice President and Chief Financial Officer would supersede Mr. Titterton as President & Chief Executive Officer. There will be a small number of other changes in the New Year but generally the strong team that now exists will continue in the leading positions they now hold. Mr. Titterton and Mr. Wight will continue building the BF&M team to ensure that there will be a seamless transition on 1st January 2005.

BACKGROUND

BF&M Limited is the holding company of the BF&M Insurance Group. The two largest operating companies within the Group are BF&M Life Insurance Company Limited, a leading provider of life, health and pensions products, and BF&M General Insurance Company Limited, the leading general insurer providing all forms of property, casualty, motor and marine products. The group includes several other companies including BF&M Management Limited, Marchmont Insurance Company Limited, North Atlantic Asset Management Limited and BF&M Properties Limited, (including Scarborough Property Holdings Limited and Barr's Bay Properties Limited)

For further information contact:

Glenn M. Titterton, President & Chief Executive Officer

Phone 295 5566, Fax 292 8831, e-mail gmtitterton@bfm.bm