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Executives

Bill Horning – VP, IR

Stephen Smith – Chairman, President, CEO and COO

Donald Lofe – EVP, Chief Financial & Administration Officer

David Katkov – Chief Business Officer and EVP

Analysts

Mark DeVries – Barclays Capital, Inc.

Scott Frost – Bank of America Merrill Lynch

John Benda – Susquehanna Financial Group LLP

Chris Gamaitoni – Compass Point Research & Trading LLC

Josh Kramer – JPMorgan Securities

Steve Stelmach – FBR Capital Markets

Ed Groshans – Height Analytics LLC

The PMI Group, Inc. (PMI) Q2 2011 Earnings Call August 4, 2011 12:00 PM ET

Operator

Hello, and welcome to the Second Quarter 2011 Financial Results Conference Call for the PMI Group. At this time all the participants are in a listen-only-mode. Following the presentation, we will conduct a question-and-answer session. (Operator Instructions). Today’s call is being recorded. If you have any objections, you may disconnect at this time.

Now, I will turn the meeting over to Mr. Bill Horning, Vice President, Investor Relations. Sir, you may begin.

Bill Horning

Thank you, operator. Good morning and welcome to the PMI Group’s second quarter 2011 financial results conference call. Today’s call will begin with comments from Steve Smith, PMI’s Chairman and Chief Executive Officer. Mr. Smith will discuss PMI’s overall financial results and other matters for the second quarter. After the prepared remarks, Steve Smith along with Don Lofe, PMI’s Executive Vice President, Chief Financial Officer and Chief Administrative Officer, and David Katkov, PMI’s Executive Vice President and Chief Business Officer, will be available to answer your questions.

On today’s call, we will be referencing non-generally accepted accounting principal measures such as net operating income, which under SEC Regulation G we are required to reconcile with GAAP. The reconciliations of these measures with GAAP financial measures are available on our website.

Before we begin, I would like to review the company’s Safe Harbor statement under the Private Securities Litigation Reform Act of 1995. During this call, we may be making forward-looking statements. Actual results may differ materially from the statements made during this call. The company’s business depends on investment considerations, which are highlighted in our Securities and Exchange Commission filings including our 2010 Form 10-K.

Forward-looking statements are made as of today, August 4th, 2011, and we undertake no obligation to update such statements except as may be required by law. Also, I’d like to direct those interested in reconciliation of our consolidated net loss to our consolidated net operating loss, to review the disclosure material posted on our website.

And finally, I would note that given the results of the second quarter and our ongoing discussions and initiatives, we are not in a position to give specific guidance for the company. Additionally, we may not be able to provide specific information regarding initiatives we are currently pursuing. Any future announcements from the company will be made via a press release or an SEC filing.

With that I’ll turn the call over to PMI’s Chairman and Chief Executive Officer, Steve Smith.

Stephen Smith

Thanks Bill. Good morning, everyone, and thank you for joining the call today. As I’m sure most of you know from our release today, PMI’s second quarter was extremely challenging. Indeed, the mortgage insurance industry is weathering significantly higher losses due to slower than expected economic recovery and rebound in housing. The fact is this, while some positive trends remain, economic and industry factors have developed unfavorably and contrary to our expectations.

First and foremost, of course, is the stalled economic recovery, the lack of meaningful job creation coupled with stagnant or declining home prices has adversely affected the housing recovery and exacerbated losses within our legacy portfolio. The result is that both in the first and second quarters, we have seen loans with our delinquent inventory cure, or return to current status at rates below our expectations. Second, loan modification efforts have not gained the momentum necessary to blunt the negative impact to housing. Third, recent high levels of claims in our reinstatements have caused us to revise our reserve assumptions.

As you recall, if our servicing customers do not produce documents necessary to protect claims, the claim will be denied. If servicers ultimately produce documents, PMI will reverse the claim denial. We consider our estimates of future claim denials and reversals of claim denials in establishing our loss reserves. In the first-half of 2011, the frequency with which servicers have produced documents for previously denied claims significantly increased.

In the second quarter alone, the number of claim denial reinstatements increased by nearly 42%. As a result, in the second quarter of 2011, we significantly decreased our estimate of future claim denials net of expected reversals. We can’t be sure that we’ll not need to further adjust our claim denial assumptions in the future.

Four, while both new delinquencies in the quarter and PMI delinquent loan inventory continued to decline, reserves on our new delinquencies continue to be a significant driver PMI’s total losses. Of U.S. mortgage insurance operations $430 million of losses and loss adjustment expenses in the second quarter, $187 million were due to reserves on new delinquencies. These and other trends form our consolidated net loss of $134.8 million and USMI’s loss of $338.4 million. Our consolidated results were positively affected by $150.5 million gain on sale or $0.93 per share. This gain was due to our recognition of the note issued to us in connection with the sale of our Australian mortgage insurance entity in 2008.

Given the volatility of our results and the underlying trends in the first-half of 2011, we are not prepared at this time to offer projections or forecasts with respect to our performance in the second half of this year or thereafter. We expect to file our statutory statements in August and there are several items that we’re still finalizing. Therefore at this time, our risk to capital ratio and policy holder position are preliminary and subject to change.

That said, as of June 30, 2011, our estimated risk to capital ratio at our primary insurance company, PMI Mortgage Insurance Company was 58.1:1 and its policyholder deficiency was approximately $320.3 million. Our financial results and the trends underlying them present us with serious challenges and a shortened timeline to address them. We have advised the Arizona Department of Insurance of PMI Mortgage Insurance Co.’s or MIC’s second quarter results and its noncompliance with Arizona’s minimum policyholder position requirement.

In the near future, we expect to have further discussions with the department. To date, the department has not limited MIC’s business activity. Our public disclosures issued today discuss in detail that the steps from the department and other insurance departments could now take in light of MIC’s second quarter results and financial condition. As described in our filings today, regulatory actions could materially effect – adversely affect our company. We recognized that if we do not obtain significant capital or capital relief or demonstrate to the department significant progress on that front, MIC is likely to be required at a minimum to cease writing new business.

Accordingly, we’re working with a financial advisor to analyze potential capital alternatives and structures that would maximize shareholder value. We are concentrating on capital alternatives that if successful could provide capital or capital relief to MIC or could provide capital to other subsidiaries so that they may replace MIC as our primary writer of new insurance. All of the alternatives are complex and require the commitment and cooperation of our key constituents. For those and other reasons, we may not be able to successfully complete any capital initiative. That said, I’d like to provide an overview of several initiatives, understanding that our ability to share details with you is limited.

Over the last two years, we have worked successfully to restructure significant portions of our pool portfolio. These restructuring transactions reduced our ultimate losses and risk in force. We are working on larger portions of our portfolio to achieve meaningful risk and loss reductions. We are also working at ways to provide new capital to MIC. While this would be a potentially preferable solution for us and many interested parties, it is very challenging to achieve given our current market capitalization and market uncertainty with respect to the MI industry and the volatility of MIC’s losses.

Accordingly, our efforts are also focused on alternatives that can involve the capitalization of another of our insurance subsidiaries. For example, we are considering PMI Mortgage Assurance Co, or PMAC, which is writing new business in six states and is licensed in 50 states. Under these alternatives, PMAC or another subsidiary would write all new business on a go forward basis.

Such a structure could further two goals, maximizing returns to our shareholders and stabilizing MIC. Obviously the details of any transaction including the ownership structure of our subsidiaries and their relationships would have to be acceptable to a variety of parties including the Arizona Department, the GSCs and investors.

I do not know if we will be able to complete a capital transaction that will successfully allow us to continue to write new insurance business. I don’t know if we will be able to reach agreement or obtain approval of all parties necessary to obtain – to complete such a transaction. I do believe, however, that there is recognition from a variety of parties that a creative solution to PMI’s current challenges would be beneficial to PMI, its investors, policy holders, potential future investors and the housing market.

I also believe that many third parties recognize the potential opportunity presented by the highly profitable new business we are writing. We will be in communication in the coming days with our customers regarding the results of our second quarter. Obviously, we can give no assurance that our customers will continue to allocate new business to us or our current levels of production.

In closing, I would like to add that I continue to believe that PMI group has significant franchise value. For almost 40 years, the company has a history supporting the nation’s housing market and has built significant relationships with our customers, policyholders and investors. Throughout our history and especially through the housing downturn, PMI’s management team has accomplished key initiatives despite one of the worst economic recessions in over half a century. These initiatives among others include selling our Australian and Asian platforms, repatriating our capital from Europe and Canada, generating significant internal capital through restructuring our pool risk, significantly reducing our expenses and re-pricing our business.

Our goal of the company and for our management team has always been to create value for our shareholders. We are not underestimating the challenges ahead and the circumstances we are facing. However, we remain focused on unlocking value for our shareholders and you have my personal commitment, our management team’s commitment and all of our employee’s commitments to work as hard as we can to achieve that goal.

With that, operator, we would now like to open the call for questions.

Question-and-Answer Session

Operator

Yes sir. (Operator Instructions). Our first question comes from Mark DeVries with Barclays Capital. Your line is open.

Mark DeVries – Barclays Capital, Inc.

Yeah, thanks. Steve, could you elaborate a little more on how it may work the notion of kind of restructuring from the pool risk on the balance sheet?

Stephen Smith

Yeah, Mark, we talked about restructuring pool risk in my comments or potentially broader restructuring our portfolio. As you know from our past disclosures in pool risk, some of those have been restructured in this way. If there was a certain loss reserve associated with that, there was a discount that we agreed to pay and that discount created capital that dropped to the capital line immediately upon the completion of the transaction. So we are looking at that type of transaction as well as other types of transactions more broadly with our constituencies.

Mark DeVries – Barclays Capital, Inc.

Okay. And how big is the business that that you haven’t restructured, I’m just trying to get a sense of what the opportunity is there?

Stephen Smith

Well, we are not limiting it to pool insurance. We are thinking about it more broadly, but if you – I don’t have the number in aggregate but I think the range of pool benefits that we’ve had over the last several years has been in the range of around $250 million of capital benefits to the company plus or minus.

Mark DeVries – Barclays Capital, Inc.

Okay. And then this maybe a difficult question for you to answer, but I know that other GSE’s generally have not been supportive of other mortgage insurers that have tried to setup and capitalize as a separate entity and kind of leave the old stuff. But at what point do they start to see that there is a lot of capacity is coming out and may be kind of reconsider their view that they want to make sure that there’s enough capacity to support their needs going forward for MI?

Stephen Smith

Look, we’re actively engaged with all our key constituencies including the GSEs and I’m aware that other new co-structures may not have been approved under certain conditions in the past. However, we’re obviously pursuing and as I indicated in my comments today, other types of structures I can’t promise that they would be approved. But I think in terms of our view, in terms of value creation, we’re pursuing them as reasonable opportunities and we will continue to do so.

Mark DeVries – Barclays Capital, Inc.

Okay, I understood. Thank you.

Stephen Smith

Thanks Mark.

Operator

Our next question comes from Scott Frost with Merrill Lynch. Your line is open.

Scott Frost – Bank of America Merrill Lynch

Hello. Can you hear me okay?

Stephen Smith

Yes, Scott. We can hear you.

Scott Frost – Bank of America Merrill Lynch

Okay. Couple of questions. If I have to characterize your discussions with regulators, is it fair to say that they are along the lines of what you talked about in terms of future surplus contributions I guess from PMAC plus some current contributions of the QBE note proceeds, will that be accurate? And also a related question, what is the timetable for these discussions to be completed with regulators, when do you expect the decision and also I have a couple of follow-ups?

Stephen Smith

In terms of our discussions, they’ve been very open, transparent. We fully disclosed our second quarter results. We’ve talked about all the transactions that you’ve mentioned and also all the activities that we’re currently engaged in. And as I mentioned, we would also have continued dialogue with them in the near future.

Scott Frost – Bank of America Merrill Lynch

Is that, again, the QBE note proceeds, is that contemplated as a potential source of capital for the MI subs?

Donald Lofe

Scott, its Don. Steven had mentioned in the past there’s a contractual obligation to pay an additional $25 million from the holding company MIC upon the receipt of the cash proceeds, which would be effective as of 9/30.

Scott Frost – Bank of America Merrill Lynch

That’s the only thing you are going to talk about with respect to note proceeds at present, is that correct?

Donald Lofe

At present, yes.

Scott Frost – Bank of America Merrill Lynch

Okay. You also had a helpful presentation on indicative portfolio probability at year end 2010 and it assumed a billion three of benefit from mods and roughly a billion from rescission denials. Wondering if you could give us some color on what those figures would be now? I didn’t notice the update in your presentation.

Stephen Smith

Scott, you are correct and obviously with the results of the quarter, we have not refreshed that profitability, the indicative profitability done at 12/31, and we’re not in a position to do that at this point in time.

Scott Frost – Bank of America Merrill Lynch

Any timetable on that or is that sort of open?

Stephen Smith

Updating will be contemplated with respect to the other initiatives and matters that we’re working on, but as Steve and Bill said in their opening remarks, we are not in a position to give any type of forward guidance or any type of forecasting information at this time.

Scott Frost – Bank of America Merrill Lynch

Okay. Last question, are you still going to be allowed to pay interest on the surplus note related to the convertibles, and is there a reason that you are continuing to pay on the junior sub debt?

Donald Lofe

It’s Don again. Firstly, the department has not given us any indication that they will withdraw their support for the surplus note intercompany arrangement. As I said in the past that approximately $13 million on an annualized basis from the MIC organization to the holding company and with respect to the junior debentures to those on the call, those are $52 million notional amounts and as the indication, they are junior in coordination and we are aware of the deferral option and we are not going to speculate on what action our board might take with respect to that, but at this point in time, the interest payment was made as of August 1st, 2011.

Scott Frost – Bank of America Merrill Lynch

Okay. Thank you very much.

Donald Lofe

Thanks, Scott.

Operator

Our next question comes from John Benda with Susquehanna International Group. Your line is open.

John Benda – Susquehanna Financial Group LLP

Hey, good morning guys.

Stephen Smith

Hi, John.

John Benda – Susquehanna Financial Group LLP

Just a question for you about PMAC. And I’m just reading through your filing now and it says that as of right now that there NIW cannot exceed 20% of MIC, so if you guys plan on using that as a primary assure, that’s contingent upon approval from the GSE’s, correct?

Stephen Smith

That’s correct.

John Benda – Susquehanna Financial Group LLP

Okay. Thank you very much.

Stephen Smith

Okay, John.

Operator

(Operator Instructions). Our next question comes from Chris Gamaitoni with Compass Point. Your line is open.

Chris Gamaitoni – Compass Point Research & Trading LLC

Hi, thanks. Maybe I missed this, but have you given a ballpark number of the amount of additional capital that you need in MIC above the surplus deficit?

Donald Lofe

Chris, its Don. No, we have not given that indication, as you can see from these remarks, and the information we’ve provided, depth is $320 million from and MPC perspective.

Chris Gamaitoni – Compass Point Research & Trading LLC

Okay. And then, when you speak about restructuring, I assume that means paying something lower than reserves and likely less than ultimate incurred losses on that portfolio. Can you just give us any perspective on why we would think that a business partner mainly being a GSE, would both accept that and then continue to write new business on that behalf?

Stephen Smith

I can’t speak for them, but obviously they are looking at the liquidity, the cash. They’re looking at a whole host of things that may help move properties in the marketplace, but I can’t really speak for them.

Donald Lofe

Hey Chris its Don, just to follow-up on your first question. The MI organization, our estimated statutory, total capital is approximately $257 million at this point in time as well. So, obviously it has the appropriate escrow in solvency related to that metric.

Chris Gamaitoni – Compass Point Research & Trading LLC

Thank you very much.

Donald Lofe

Thank you.

Operator

Our next question comes from Josh Kramer with JPMorgan. Your line is open.

Josh Kramer – JPMorgan Securities

Hi, there guys, thanks for taking my questions.

Donald Lofe

Hi, Josh.

Josh Kramer – JPMorgan Securities

I saw on your release that you were exploring options for the holding company debt. Could you expand on that a little bit? Does that mean that you’re considering something like a debt for equity exchange you’re looking into a bankruptcy filing in the near or intermediate term?

Donald Lofe

Josh, this is Don. The answer to those questions is, we’re not considering anything right now material with respect to the holding company debt, but as Steve said in his opening remark that we’re evaluating opportunities and other initiatives. So, anything that we might or might not do for the hold co., could be or would be evaluated with respect to that previous callers questions earnings, deferral of interest. We’re aware of that again and that would be along the lines of something although not indicating what we would do, that we will take into consideration.

Josh Kramer – JPMorgan Securities

Sure. And then, do you have any idea when the kind of the timing for getting some sort of plan in place for both the holding company and the operating company would be?

Donald Lofe

Well, firstly with respect to the holding company as we’ve indicated in our 10-Q filing this morning, that there is no action today that would cause us not to be able to meet our obligation for our debt servicing into the end of the year. Again, predicated on the payment of the QBEE note that’s we’ve indicated in our filings this morning it with respect to any type of order or other matter such as that related to the MIC organization which caused issues with to our debt bringing it current immediately.

Josh Kramer – JPMorgan Securities

Sure. Other than that is there anything else that could cause something to happen in the near term?

Donald Lofe

From the hold co.? Not that we’re aware of it at this point in time related to the specific hold co. situation, and then as your second part of your question on our timetable with respect to the MIC organization?

Josh Kramer – JPMorgan Securities

Yes, that’s correct.

Donald Lofe

Okay. With respect to that we continue, as Steve said in his remarks, to have ongoing conversations with our constituencies as well and two of those obviously very important constituencies that being the GSE’s and our regulator and primary regulator that is and also so we would embark on doing these various initiatives through the third quarter as well as carrying into the fourth quarter.

Stephen Smith

So, as I said in my remarks, we understand the need for capital. We understand the need for transparent communication and inclusive communication with all of our key constituencies and as you could imagine, and as we’ve said, we have thoroughly vetted our second quarter results with them and we have discussed with them a variety of initiatives that we are pursuing and we are pursuing those expeditiously.

Josh Kramer – JPMorgan Securities

Great. Thanks so much for taking my question. I appreciate that.

Stephen Smith

You bet.

Donald Lofe

Thank you, Josh.

Stephen Smith

There was a question earlier that I’m not sure I answered relative to PMAC, I think it was relative to the 20% limitation on the total direct written premium. We are not at that level at this point in time. That’s one particular GSE, if that were to become an issue that would be an area of request on our part to potentially waive that, but that’s not an – but that as of this quarter is not an issue.

Operator

(Operators Instructions) Our next question comes from Steve (inaudible) with FBR. Your line is open.

Steve Stelmach – FBR Capital Markets

Hi, good morning. Just out of curiosity any capital play that involved any of the current incumbent mortgage insurance companies?

Stephen Smith

In terms; well we mentioned in my remarks that were looking at all of our – are you talking about PMI’s companies?

Steve Stelmach – FBR Capital Markets

No, actually. So in terms of maybe reinsurance agreements with some of the other model lines?

Stephen Smith

I understand, okay. Look, we are looking at all potential opportunities and that would be on the list of what’s really economical and what is really in the best interest of our shareholders. So yes, all of those types of opportunities are on the table for consideration.

Steve Stelmach – FBR Capital Markets

Okay. And then I think a few weeks ago, you have issued an 8-K regarding change of control and then some management compensation, what should we read in to that if anything?

Stephen Smith

It was an alignment of current best practice in that area and it was a reduction and change for the named execs.

Steve Stelmach – FBR Capital Markets

Okay, so nothing in relation to your capital solutions or potential solutions?

Stephen Smith

No, no.

Steve Stelmach – FBR Capital Markets

Okay, great. Thank you very much.

Stephen Smith

Thanks Steve.

Operator

Our next question comes from Ed Groshans with Height. Your line is open.

Ed Groshans – Height Analytics LLC

Hi Steven, thanks for taking my question. I am sorry, I got on a little late so you might have addressed it and I know in one of your prior responses you touched on it a little bit, but I guess I can glean that you are still writing business for the GSEs at the present time, is that correct?

Stephen Smith

That’s correct, Ed.

Ed Groshans – Height Analytics LLC

And I guess if I look at PMIs risks to capital relative to the other peers, it would seem that the allocation of share would have to shift a little bit I mean is that part of your conversations with them or...?

Stephen Smith

That is not necessarily a part of conversations with the GSEs. I think your question is a customer question, so David you want to cover that?

David Katkov

Sure, it’s David Katkov. I think Steve said it, the customer base obviously as we talk with them over the next week or so they’ll make individual decisions about what level of business they continue to write with PMI. Our expectation is that, remaining eligible to ensure for the benefit of standing in priority is a very important issue from our customer’s perspective. That’s where the risk ultimately lands not in our customer’s balance sheet. And then importantly as we’ve said throughout the call today, we continue to have a constructive working relationship with Arizona.

So, from a customer perspective, those are the really gating issues, and that’s what our sales team will communicate over the next week or so.

Stephen Smith

Yeah, the other thing I’d just add to that is...

Ed Groshans – Height Analytics LLC

Are you going to look into, I’m sorry, go ahead, Steve.

Stephen Smith

No, no, no go ahead, ask your question.

Ed Groshans – Height Analytics LLC

It looks like you’re going to go and explore that with your customer base going forward here and will have more, as time goes on, we’ll get a better look at if there is an allocation of share?

Stephen Smith

Yes, certainly we will be in forthright communication with our customers as David indicated. Obviously GSE eligibility is critical with the majority of our customers in that regard, but we are eligible with the GSEs at this point in time. Customers will make decisions for their reasons that may be beyond GSE eligibility, so I can’t really predict what their decisions will be. But we are eligible for the GSEs.

We continued to be very open and transparent. All of our capital initiatives are with them; they are one of the constituencies that we are looking at restructuring opportunities with. They are not the only one, but they are very aware of our second quarter results and we have been very inclusive in our communications with them.

Ed Groshans – Height Analytics LLC

Okay. Thank you very much for taking my question.

Stephen Smith

Thanks Ed.

Operator

Our next question comes from Scott Frost with Merrill Lynch. Your line is open.

Scott Frost – Bank of America Merrill Lynch

Just a follow-up on business so far in the third quarter. Has any of this affected any of the business that you are writing with the GSEs now? I am not sure you have covered that. How is it going in Q3 on a volume basis versus last year in light of what you disclosed?

Stephen Smith

Scott, we really aren’t really forecasting NIW for the second half of the year. I can only tell you what’s factual for the first six months of the year, and that is we have written a little bit shy of $3 billion in the first six months of this year in PMI Mortgage Insurance Company and then the commitments were increasing in the second quarter over the first quarter, but I really cannot comment beyond that other than say that we remain eligible with the GSEs and we continue to write business in MIC. There are six states that we have also disclosed that our PMAC is currently written business then as well.

Scott Frost – Bank of America Merrill Lynch

Okay. Thank you.

Stephen Smith

Okay.

Scott Frost – Bank of America Merrill Lynch

Thanks.

Stephen Smith

Thanks, Scott.

Operator

(Operator Instructions). At this time, we have no questions in queue. So I will turn it back to Mr. Bill Horning.

Bill Horning

Thanks operator. This concludes the Q&A portion of our conference call. Thank you for joining us on today’s call, and as always, thank you for your interest in the PMI Group.

Stephen Smith

Thanks.

Bill Horning

Thank you.

Operator

This concludes today’s conference. You may disconnect at this time.

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