AMENDMENT NO. 1
AMENDMENT NO. 1 , dated as of March 16, 2008 (this “ Amendment ”) to the Revolving Credit Agreement, dated as of
October 24, 2006 (the “ Credit Agreement ”), among The PMI Group, Inc., a Delaware corporation (the “ Borrower ”), the lenders
referred to therein (the “ Lenders ”) and Bank of America, N.A., as Administrative Agent (in such capacity, together with any
successor in such capacity, the “ Administrative Agent ”).
All capitalized terms not otherwise defined in this Amendment are used herein as defined in the Credit Agreement.
The Borrower has requested that the Lenders agree to amend the Credit Agreement as hereinafter set forth.
Subject to the terms and conditions hereof, the Lenders signatory to this Amendment are willing to agree to such
amendment, but only upon the terms and conditions set forth herein.
In consideration of the mutual agreements contained herein and other good and valuable consideration the receipt of
which is hereby acknowledged, the parties hereto hereby agree as follows:
SECTION 1. Amendments to the Credit Agreement.
(A) The definition of “Adjusted Consolidated Net Worth” appearing in Section 1.01 of the Credit Agreement is
hereby amended and restated in its entirety to read as follows:
“‘ Adjusted Consolidated Net Worth ’ means Consolidated Net Worth, as adjusted to exclude (i) to the extent
included in the calculation of Consolidated Net Worth, the net mark-to-market unrealized losses and gains on all Swap
Contracts entered into by Ram Re Company, FGIC Company or PMI Europe and (ii) in connection with the sale of
PMI Australia, PMI Guaranty Co., CMG Company or PMI Europe, in each instance, the amount of the loss determined
in accordance with GAAP realized in connection with such sale, provided that the amount of such loss excluded in
determining Adjusted Consolidated Net Worth shall not exceed 20% of the book value of the sold entity immediately
prior to the recognition of such loss.”
(B) The de