for $32 million in cash and notes, the insurer said yesterday.

The price includes $4.9 million cash, $22.2 million in interest bearing cash collateralised loan notes, and $4.9 million in interest bearing loan notes guaranteed by ACE Insurance Company, Ltd.

Ockham Worldwide is the subsidiary of Ockham Holdings Plc which owns two Lloyd's of London managing agencies.

The deal, announced on September 25, needs Lloyd's and Ockham shareholder approval but ACE expects the deal to close by month end.

Ockham Worldwide's two managing agencies are its aviation agency which manages syndicates 960, 545, 925 and 998, and non-marine which managing 122, 204 and 219. The syndicates have underwriting capacity of $574 million.

As part of the transaction, ACE will provide funds at Lloyd's up to $82 million for Ockham Worldwide syndicate underwriting in 1997 and subsequent years.

Ockham retains profit commissions for the 1994 and 1995 years of account. And, to the extent that the actual 1996 profit commission, net of tax, differs from $4.9 million, the total consideration will be adjusted by the difference.

ACE Insurance will also pay $3.3 million, net of tax, in loyalty bonuses to Ockham staff, based on their continuing employment.

"This acquisition further strengthens our involvement in, and commitment to, the Lloyd's market,'' ACE chief Brian Duperreault said.

Brian Dupperreault