SecProbe.io

June 1 3, 2012

Via E-mail
Mr. Bradley P. Martin
Vice President, Strategic Investments
Fairfax Financial Holdings Limited
95 Wellington Street West, Suite 800
Toronto, Ontario Canada M5J2N7

Re: Fairfax Financial Holdings Limited
  Form 40-F for Fiscal Year Ended December 31, 2011
  Filed March 9, 2012  and Amended on March 20, 2012
File No. 001 -31556

Dear  Mr. Martin:

We have limited our review  to only your financial statements and related
disclosures and do not intend to expand our review to other portions of your document .
In our comment s, we ask you to provide us with information so we may better understand
your disclosure.

Please respond t o this letter within 10 business days by  providing the requested
information or by advising us when you will provide the requested response.   If you do
not believe a comment applies to your facts and circumstances, please tell us why in your
response.   Please furnish us a letter on EDGAR under the form type label CORRESP that
keys your response s to our comment s.

After reviewing the information provided, we may raise additional comments
and/or request that you amend your filing.

Notes to Consolidated Fin ancial Statements
8. Insurance Contract Liabilities, page 57

1. Your disclosure appears to indicate that the fair values and carrying values for
your insurance and reinsurance contracts are calculated in a consistent manner,
except for the discounting of pro jected cash flows and the incorporation of a
margin for risk and uncertainty in your determination of fair value. The
differences between these calculations , however,  appear to be relatively small in
relation to the potentially significant impact of discou nting.   Please quantify for
us the separate impact of discounting and margin for risk and uncertainty and
explain the factors that have caused these amounts to change for each period
presented. Also, if a margin for risk and uncertainty is not included in your

Mr. Bradley P. Martin
Fairfax Financial Holdings Limited
June 1 3, 2012
Page 2

 determination of carrying value, please explain your basis for omitting it. If this
margin is reflected in the carrying value, please provide us proposed disclosure to
be included in future filings that quantifies this amount and explains the factors
you considered in changing this assumption for each period presented. Refer to
paragraphs 37C and 37D of IFRS 4.

20. Contingencies and Commitments, page 74

2.   You do not appear to have provided all of the disclosure described in paragraphs
84-92 of IAS 37, such as a quantification of your litigation loss provisions and an
estimate of the reasonably likely financial impact of related contingent liabilities.
Please p rovide us proposed disclosure to be included in future filings or explain
to us your basis for omitting this information.

24. Financial Risk Management, page 83
3. Your reported catastrophe losses of $1 billion in 2011 appears to significantly
exceed your limit on company -wide catastrophe loss exposure, which is one
year’s normalized earnings before income taxes. Please provide us proposed
disclosure to be included i n future filings that describes and quantifies how your
risk mitigation programs were designed to limit catastrophe loss exposures. Also,
quantify this catastrophe loss limit. Refer to paragraphs 39 of IFRS 4 and 34 of
IFRS 7.
4. You do not appear to have pr ovided all of the disclosure described in paragraphs
38-39 of IFRS 4, such as how you assess the probability of occurrence and
magnitude of potential catastrophic events in identifying insurance
concentrations subject to catastrophe risk and in turn how yo u establish
underwriting guidelines and reinsurance protection. Please provide us proposed
disclosure to be included in future filings that describes these risk mitigation
procedures or explain to us your basis for omitting this information.

We urge all persons who are responsible for the accuracy and adequacy of the
disclosure in the filing to be certain that the filing includes the information the Securities
Exchange Act of 1934 and all applicable Exchange Act rules require.   Since the company
and its m anagement are in possession of all facts relating to a company’s disclosure, they
are responsible for the accuracy and adequacy of the disclosures they have made.

Mr. Bradley P. Martin
Fairfax Financial Holdings Limited
June 1 3, 2012
Page 3

 In responding to our comment, please provide  a written statement from the
company ac knowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the
filing;
 staff comments or changes to disclosure in response to staff comments do not
foreclose the Commission from taking any action with respect to the fi ling; and
 the company may not assert staff comments as a defense in any proceeding
initiated by the Commission or any person under the federal securities laws of the
United States.

Please contact Frank Wyman, Staff Accountant, at (202) 551 -3660  or Lisa
Vanjoske, Assistant Chief Accountant, at (202) 551 -3614, if you have any questions
regarding the comment. In this regard, do not hesitate to contact me at (202) 551 -3679.

Sincerely,

 /s/ Jim B. Rosenberg

Jim B. Rosenberg
Senior Assistant Chief
Accountant