UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(AMENDMENT NO.     )

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SCPIE HOLDINGS INC.

(NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

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On December 5 and December 6, 2007, SCPIE Holdings Inc. (“SCPIE”) will present a slide show presentation during meetings with various institutional investors. A copy of the presentation is included below.

SCPIE’s Proposed Transaction with The Doctors Company: Maximizing Shareholder Value December 2007

2 Safe Harbor Statement In addition to historical information, this presentation contains forward-looking statements that are based upon SCPIE’s estimates and expectations concerning future events and are subject to certain risks and uncertainties that could cause actual results to differ materially from those reflected in the forward-looking statements.  Expectations concerning SCPIE’s future performance and profitability are dependent upon a variety of factors, including future economic, competitive and market conditions, and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond   the control of the company. Risks and uncertainties regarding the pending transaction with The Doctors Company include the possibility that the closing does not occur, or is delayed, due to the failure of closing conditions (including approval by SCPIE's stockholders and regulatory authorities) and risks that the pending transaction could disrupt current plans and opportunities of SCPIE. Other factors that may cause actual results to differ from the forward-looking statements contained herein and that may affect SCPIE’s prospects are included in SCPIE’s other filings with the Securities and Exchange Commission. In light    of the significant uncertainties inherent in the forward-looking information herein, the inclusion of such information should not be regarded as representation by SCPIE or any other person that SCPIE’s objectives or plans will be realized.

3 Summary SCPIE conducted a thorough evaluation of strategic alternatives Comprehensive auction process The time to sell is now Scrupulous adherence to corporate governance tenets The Doctors Company bid is the most direct path to shareholder value maximization

4 Historical process snapshot August 2006 – Strategic Planning Committee established to identify and analyze current and future business prospects January 2007 – Deutsche Bank hired to provide financial advisory and investment banking services March 2007 – Board reached the decision to pursue a sale in lieu of stand- alone strategy March 2007 – Deutsche Bank began contacting potential transaction partners March 2007 to October 2007 – Board and Deutsche Bank conducted robust auction September 2007 – Transactions Committee established to drive the process forward October 2007 – Transactions Committee and then Board determined       The Doctors Company bid maximizes shareholder value; Deutsche Bank rendered fairness opinion

5 SCPIE’s Board observes prevailing corporate governance practices Majority of Board is independent Strategic Planning Committee established Investment banker retained Independent Directors retain independent counsel in connection with the auction process Potential conflict identified: Board member Joseph Stilwell is a significant shareholder and a director of one of the bidders Board asked Stilwell to recuse himself; he refused Transactions Committee consisting of directors not owners of or affiliated with any bidders formed to drive the process forward

6 Outlook for stand-alone SCPIE supports a sale today Outlook for stand-alone growth/profitability For the nine months ended September 30, 2007 (year to date), net written premiums of $95.6 million as compared to $98.9 during the same period one year ago California (one core state) medical malpractice environment is highly competitive – Aggressive pricing practices – Three leading not-for-profits are competitors as well as national players and some with California focus New business writings limited until receipt of A.M. Best upgrade to A- (at earliest 2010) – Limited ability to write large groups or hospitals – Inability to expand writings outside of California Lack of ability to increase business or engage in active capital management will lead to a declining ROAE SCPIE’s valuation multiples will not improve without higher ROAEs and better growth prospects Source:  Company filings, SNL

7 SCPIE’s share price has continued to underperform Med mal Company 1-year growth YTD growth  ACAP 22.5% 3.9% FPIC 16.1 14.9 PRA 10.0 8.1 Average 16.2% 9.0% SKP (21.5)% (15.5)% P&C Company 1-year growth YTD growth MKL 27.0% 7.3% TRV 8.5 (0.7) PHLY 8.4 (1.0) RLI 8.2 2.4 HIG 6.5 3.6 CNA 3.5 (3.9) CB 0.3 2.5 AIG (0.9) (6.8) THG (6.6) (8.9) AFG (8.3) (18.9) HCC (8.7) (4.0) CINF (9.3) (2.2) BER (14.0) (8.5) UFCS (21.3) 16.9 Average (0.5)% (1.6)% S&P 500 1-year growth YTD growth S&P 500 13.1% 9.2% Note: 1-year growth reflects growth from 10/15/06 to 10/15/07. YTD growth reflects growth from 1/1/07 to 10/15/07. 1-year indexed price ended October 15, 2007 1-year indexed price ended October 15, 2007 Note: As of transaction announcement on 10/15/07. Med mal includes FPIC, ACAP, PRA. P&C includes UFCS, THG, AFG, HIG, TRV, CB, CNA, CINF, AIG, PHLY, BER, MKL, RLI, HCC. Source:  FactSet 60 65 70 75 80 85 90 95 100 105 110 115 120 10/16/2006 12/15/2006 2/14/2007 4/16/2007 6/15/2007 8/15/2007 10/15/2007 Med mal S&P 500 P&C SKP Transaction agreement signed

8 The med mal market is dominated by large, highly- rated companies: SCPIE’s rating loss and relative size compromises its competitiveness Monoline, publicly traded competitor (a) MICOA:  In December 2000, MICOA converted from a mutual to a stock insurance company, changed its name to American Physicians Assurance Corporation, and became a wholly owned subsidiary of ACAP. Source:  One Source, A.M. Best Aggregates and Averages 1998 2003 2006 Company name Med mal net premiums written A.M. Best rating Company name Med mal net premiums written A.M. Best rating Company name Med mal net premiums written A.M. Best rating 1 St Paul companies 363,759 A+ 1 MLMIC $950,000 B- 1 AIG $936,158 A+ 2 MLMIC 339,485 A- 2 AIG 917,670 A++ 2 MLMIC 870,226 NR -5 3 The Doctors Company 287,257 A 3 MedPro 844,203 A- 3 MedPro 723,899 A++ 4 Health Care Indemnity 270,731 A- 4 ProAssurance 523,981 A- 4 The Doctors Company 521,102 A- 5 CNA Ins Companies 240,102 A 5 The Doctors Company 465,713 B++ 5 Pro Assurance 466,176 A- 6 AIG 204,215 A++ 6 Continental Casualty Group 409,815 A 6 ProMutual 338,298 A- 7 MedPro 200,423 A++ 7 Health Care Indemnity 379,771 A- 7 Physicians Reciprocal 337,940 NR -5 8 MMIC 179,028 A 8 ISMIE Mutual 375,502 BR-3 8 Health Care Indemnity 312,947 A- 9 MIIX 174,527 A 9 FPIC 294,060 B++ 9 Norcal Mutual Insurance Co. 283,848 A 10 PHICO 154,816 A- 10 MAG Mutual 282,096 A- 10 MAG Mutual 277,648 A- 11 SCPIE 152,459 A 11 Norcal Mutual Insurance 277,271 A 11 ISMIE Mutual 277,259 NR -3 12 Illinois St Medical 134,207 B++ 12 MCIC 237,400 NR-1 12 FPIC 221,921 A- 13 Norcal Mutual Insurance 122,598 A 13 ProMutual 219,718 A- 13 State Volunteer Mutual 190,724 A- 14 ProAssurance 117,457 A 14 State Volunteer Mutual 212,487 A 14 Medical Mutual 169,627 A- 15 Frontier Insurance 104,143 A- 15 Markel Insurance 204,252 A 15 MICA 159,695 A- 16 Physicians Reciprocal 101,412 NR -4 16 Physicians Reciprocal 203,782 NR-4 16 ACAP 146,835 B++ 17 MICOA (a) 101,180 A- 17 Zurich Insurance 202,523 A 17 Fireman’s Fund 144,912 A 18 HUM Group 99,067 A 18 ACAP 191,733 B+ 18 Markel Insurance 137,955 A 19 Professionals Group 113,926 NR -3 19 Fireman’s Fund 156,690 A 19 TIG Insurance 132,021 B++ 20 ProMutual 93,499 A- 20 SCPIE 144,591 B 20 Midwest Medical Insurance Co 123,214 A 21 FPIC 83,813 A- 21 SCPIE 120,929 B+

9 0.00x 0.50x 1.00x 1.50x 2.00x 11/30/02 8/17/03 5/4/04 1/20/05 10/8/05 6/26/06 3/14/07 11/30/07 SKP Med mal industry Over the last five years, SCPIE has traded at an average of 49% discount to peers on a price to book basis Since 2003, the med mal industry has recovered from record low book value multiples SCPIE continues to trade at a discount to its peers No foreseeable change in A.M. Best rating before 2010 Average price/BVPS SKP Composite % discount Current 1.21x 1.56x 21.9% 10/15/07 0.99 1.57 36.9 1 wk. 1.22 1.55 21.5 1 mos. 1.22 1.54 20.6 2 mos. 1.16 1.55 25.6 3 mos. 1.07 1.53 29.9 6 mos. 1.05 1.52 30.9 1 yr. 1.09 1.56 30.2 2 yrs. 1.14 1.61 29.1 3 yrs. 0.95 1.63 42.0 5 yrs. 0.73 1.44 48.9 5-year price/BVPS 5-year price/BVPS Note: As of 11/29/2007. Composite includes FPIC, ACAP and PRA. Source:  FactSet 11/14/03:  Downgraded by A.M. Best from B+ to B 11/03/06:  Upgraded by A.M. Best from B to B+ 10/16/07:  Announced it had entered into an agreement with The Doctors Company to be acquired for $28.00 per share

10 $204.2 $194.5 $190.8 $206.6 $221.5 $100.0 $125.0 $150.0 $175.0 $200.0 $225.0 $250.0 2003 2004 2005 2006 2007 YTD ($12.8) ($7.9) $3.5 $12.3 $11.7 ($15.0) ($10.0) ($5.0) $0.0 $5.0 $10.0 $15.0 2003 2004 2005 2006 2007 YTD SCPIE faces significant financial challenges Net premium growth is constrained SCPIE has maximized its net income given its net premiums To improve ratings (and allow for more growth) SCPIE is accumulating capital (equity/ surplus) With stagnant net income and rising equity, ROAE will be challenged Note: All financial information is U.S. GAAP except net written premiums, which is a statutory figure.  YTD figures are as of September 30, 2007. Source:  Company filings, SNL. Net written premiums Net written premiums Net income Net income Equity Equity ROAE ROAE (US$ in millions) (US$ in millions) $147.1 $129.2 $126.3 $123.6 $95.6 $40.0 $60.0 $80.0 $100.0 $120.0 $140.0 $160.0 2003 2004 2005 2006 2007 YTD (6.0%) (4.0%) 1.8% 6.3% 7.3% (8.0%) (6.0%) (4.0%) (2.0%) 0.0% 2.0% 4.0% 6.0% 8.0% 2003 2004 2005 2006 2007 YTD (US$ in millions)

11 SCPIE has lowest ROAE among its peers ROAE is driven by growth in earnings and/or capital management PRA has generated growth through acquisitions, and ACAP and FPIC have managed capital primarily through share repurchases to maintain ROAE and EPS growth Neither of these options is available to SCPIE No expectation to turn around prior to change in A.M. Best rating, at earliest 2010 Source:  Company filings, SNL, Wall Street research.  YTD figures are as of September 30, 2007. PRA PRA ACAP ACAP FPIC FPIC SKP SKP 3.3% 2.7% 7.4% 12.6% 16.5% 13.5% 13.4% 12.7% (40.0%) (20.0%) 0.0% 20.0% 40.0% 2001 2002 2003 2004 2005 2006 2007 YTD 2007E 1.7% (8.9%) 9.7% 14.2% 15.0% 19.0% 16.7% 15.8% (40.0%) (20.0%) 0.0% 20.0% 40.0% 2001 2002 2003 2004 2005 2006 2007 YTD 2007E (13.1%) (6.6%) (35.9%) 10.9% 32.3% 16.7% 19.8% 18.2% (40.0%) (20.0%) 0.0% 20.0% 40.0% 2001 2002 2003 2004 2005 2006 2007 YTD 2007E (20.1%) (15.8%) (5.9%) (4.0%) 1.8% 6.2% 7.3% (40.0%) (20.0%) 0.0% 20.0% 40.0% 2001 2002 2003 2004 2005 2006 2007 YTD

12 SCPIE book value multiple is unlikely to improve Achieving higher return on equity (ROAE) is typically rewarded with higher price/book trading multiples SCPIE pre announcement was trading relatively in line with the broader market; without improvement in its ROAE, it seems unlikely that its book value multiple would achieve any substantial increase $28.00 purchase price is 1.28x 6/30/07 book value, which would typically imply an ROAE of 13.0% Property – casualty 2007E ROAE vs. price/book multiple Property – casualty 2007E ROAE vs. price/book multiple Note: Size of bubble represents relative market capitalization. 2007E ROAE for all except SCPIE, which is 2007 actual year to date (9/30/07). Source:  Company filings, FactSet, Wall Street research Note:  As of 11/30/07. (a) 10/15/07 market price, 6/30/07 financial data for SKP. At the same time, med mal averages for market cap and P/B equal to $911 and 1.62x, respectively THG CNA AFG FPIC CINF UFCS AIG HIG CB TRV ACAP PRA SKP MKL RLI PHLY HCC BER 0.40x 0.80x 1.20x 1.60x 2.00x 2.40x 2.80x 5% 7% 9% 11% 13% 15% 17% 19% 21% 23% 25% 2007E ROAE SKP @ $28 Med mal Company Market cap. ($m) P/B ROAE PRA $1,810 1.51x 12.7% ACAP 457 1.68 17.9 FPIC 411 1.49 15.8 Average $893 1.56x 15.5% SKP (a) 220 1.03 7.0

13 SCPIE Board ran a robust auction March 2007 - October 2007 25 potential strategic and financial buyers contacted 11 signed confidentiality agreements Reverse due diligence explored on 3 stock bidders; 1 proceeded  to advanced stages 4 active final bidders The Doctors Company final bid represents a 9.3% increase        from its initial bid of $26.60

14 SCPIE Holdings Inc. to be acquired by The Doctors Company On October 16, 2007, SCPIE Holdings Inc. (NYSE: SKP) announced that it had entered into a definitive agreement to be acquired by The Doctors Company, a leading physician-owned medical malpractice carrier, for $28.00 per share in cash, or an aggregate purchase price of approximately $281 million The $28.00 per share in cash purchase price represents a premium of approximately 31% over  SCPIE’s one week prior trading price Following the merger, The Doctors Company will expand its market leadership in California to nearly 19,000 physicians and become the largest insurer    of physician and surgeon professional liability insurance in the U.S. The Transactions Committee and the Board of Directors of SCPIE have approved of the proposed transaction and the Board recommends that its stockholders approve the transaction. The transaction is subject to customary closing conditions, including the receipt of insurance regulatory approvals, and approval by holders          of a majority of SCPIE’s stock – SCPIE received early termination of Hart Scott Rodino in November The transaction Value ($/share) $28.00/share Consideration 100% cash (funded with cash on hand) Break fee  and reverse  break fee 3% of purchase price ($8 million) for both parties, including break fee to be paid by The Doctors Company if antitrust and insurance regulatory consents not obtained Targeted closing date  Early 2008 Multiples/Premiums Price/6-30-07 BVPS ex-AOCI 1.28x Price/YTD annualized earnings 18.0x Premium to: One-week prior 31% ($21.41) One-month prior 38% ($22.03)

15 The Doctors Company bid is the most direct path to shareholder value maximization Form of Consideration The Doctors Company (TDC) offer Illustrative offer from peer stock company Consideration Fixed cash amount paid at time of closing Dependable value (a) Highest form of liquidity  Declining acquiror share price can negatively impact the value of the consideration payable, e.g., due to – Market volatility – Potential merger arbitrage trading activity – Potential/actual year-end business loss at SCPIE    prior to close would negatively impact acquiror pro forma financial results Post transaction risk/opportunity SCPIE shareholders avoid any risks the combined entity might face SCPIE shareholders are subject to post transaction risk Certainty of Close Counterparties subject to fiduciary requirements TDC has no potential fiduciary requirement If transaction is a “merger of equals,” the counterparty may be forced, for fiduciary reasons, to accept a compelling competing third party bid instead of completing the transaction Requirement for shareholder vote by acquiror No TDC shareholder vote required Shareholder vote required if transaction is larger than 20% of acquiror If acquiror shareholders view transaction as uneconomic, approval would be in jeopardy Cancellation of transaction due to Material Adverse Effect (MAE) SCPIE has negotiated the MAE with TDC to exclude a loss of less than 15% of premiums to competitors Loss of business to TDC does not count towards the 15% If SCPIE announces transaction with similarly sized, out- of-state medical provider with unappealing ratings, in- state competitors will use this as a marketing tool to take existing customers and premiums  from SCPIE Acquiror can use material business decline (including loss of premiums of less than 15%) to the detriment of SCPIE shareholders by either terminating the transaction or demanding a renegotiation at a lower value (a) Shareholders must pay any taxes related to gain on shares.

16 The Doctors Company bid is in line            with transaction comparables Source:  Company filings, Company press releases, SNL Precedent transactions analysis Precedent transactions analysis GAAP Statutory Announce date Buyer Target Deal value Price / book Price / surplus 10/05/2006 Doctors Co OHIC Insurance Co $85.0 NA 1.04x 12/08/2005 ProAssurance Phys Insurance Co of WI 98.7 1.19x 1.34 09/06/2005 Doctors Co Northwest Phys Mutual 16.5 NA 1.77 05/05/2005 Berkshire Hathaway Medical Protective Corp. 825.0 NA 1.58 02/28/2005 ProAssurance NCRIC Group 70.1 0.97 1.11 Mean 1.08x 1.37x Median 1.08 1.34 10/15/2007 Doctors Co SCPIE $281.0 1.28x 1.60x

17 Conclusion Board conducted a thorough auction process that included strategic and financial prospective buyers The Doctors Company’s all cash $28 per share bid is the most direct path to maximizing shareholder value Fixed valuation Certainty of closing – No shareholder approval required by The Doctors Company – Due to minimal disruption in current business, The Doctors Company’s bid is less likely than an out-of-market acquiror to result in a potential MAE termination or negative shareholder vote SCPIE’s financial fundamentals, competitive pressures, and current prospects do not support a stand-alone strategy

18 Additional information and where to find it SCPIE intends to file a definitive proxy statement in connection with the proposed acquisition. The proxy statement will be mailed to SCPIE’s stockholders, who are urged to read the proxy statement and other relevant materials when they become available because they will contain important information about the acquisition. Investors and security holders may obtain free copies of these documents and other documents filed with the Securities and Exchange Commission at the SEC’s website at www.sec.gov. In addition, investors and security holders may obtain free copies of the documents filed with the SEC by SCPIE at the Investors/Media section on its corporate website at www.scpie.com. SCPIE’s executive officers and directors may be participants in the solicitation of proxies from SCPIE stockholders with respect to the acquisition. Information about the Company’s executive officers and directors, and their ownership of SCPIE Holdings common stock, is set forth in the proxy statement for SCPIE’s 2007 Annual Meeting of Stockholders, which was filed with the SEC on April 18, 2007, and in the reports filed by the executive officers and directors under Section 16 of the Securities Exchange Act of 1934, as amended, since such date. Additional information regarding the direct and indirect interests of SCPIE’s executive officers and directors in the acquisition will be in the preliminary and definitive proxy statements regarding the acquisition filed with the SEC.