USI Holdings Corporation Acquires Tandem Benefits

USI Holdings Corporation (NASDAQ: USIH) today announced
the acquisition of Foothill Ranch, CA-headquartered, Tandem Benefits.
The acquisition is expected to contribute approximately $8.8 million
in revenue to USI on an annual basis. Terms of the transaction were
not disclosed.
   Tandem Benefits, a benefits communications and enrollment
solutions provider, will become the Western Region Service Operation
for Univers Workplace Benefits (Univers), USI's benefits communication
and enrollment division.
   With the addition of Tandem Benefits, Univers further solidifies
its role as the largest independent provider of this specialized type
of service in the insurance brokerage industry.
   Commenting on the acquisition, David L. Eslick, Chairman,
President & CEO, USI Holdings Corporation, said, "The acquisition of
Tandem strengthens our position as the market leader in workplace
benefits communication and enrollment services. The company's location
will enable us to deliver local and regionalized service closer to our
customers in the Western region. The completion of this acquisition
reaffirms our commitment to our long-term goals - client retention,
diversification of revenues and the continued development of a single
source for the highest quality products and services."
   Jeff B. Graves, Principal, Tandem Benefits, commented, "We are
pleased to join Univers and ensure that our clients will continue to
receive best in class solutions while maintaining personalized service
by our team of committed and knowledgeable professionals. We look
forward to working with Greg Morano and the rest of the highly
respected Univers team."
   Gregory J. Morano, CEO of Univers Workplace Benefits added,
"Tandem provides the perfect opportunity to expand our geographical
service model and is the logical next step in our ongoing expansion
strategy. Tandem's marketplace experience and marketing capability
will integrate well with our service and technology model. I have long
admired the success Scott and Jeff have achieved in the Western region
and we couldn't be more excited to have them, and their team, join
us."
   D. Scott DeGraw, Founding Principal, Tandem Benefits, said, "Since
2001, it has been Tandem's mission to address employers' benefit
challenges and raise the standards for enrollment and communications.
Joining Univers will enable us to continue providing our clients with
the level of service that they have come to expect and at the same
time increase our technology and service offerings."
   Tandem Benefits will be known as Univers Workplace Benefits,
Western Region Division, effective 8/1/2006.

   This press release contains "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements may be identified by words such as
"expects," "anticipates," "intends," "plans," "believes," "seeks,"
"estimates," "will" or words of similar meaning and include, but are
not limited to, statements about the expected future business and
financial and operating performance of USI resulting from and
following the acquisition. These statements are based on management's
current expectations and are inherently subject to uncertainties and
changes in circumstances. Detailed information about the factors that
could cause actual results to differ materially from those described
in the forward-looking statements is contained in USI's filings with
the SEC. Some of those factors include matters analyzed in the due
diligence process, material adverse changes in the clients of the
acquired company, and substantial delay in the expected closing of the
transaction. All forward-looking statements included in this press
release are made only as of the date of this press release, and USI
does not undertake any obligation to publicly update or correct any
forward-looking statements to reflect events or circumstances that
subsequently occur or of which USI hereafter becomes aware.

   About USI Holdings Corporation

   Founded in 1994, USI is a leading distributor of insurance and
financial products and services to businesses throughout the United
States. USI is headquartered in Briarcliff Manor, NY, and operates out
of 68 offices in 18 states. Additional information about USI may be
found at www.usi.biz .