Exchange Offer
Informational Sessions
Executive Compensation Team
July 2009
©2009 Genworth Financial, Inc. All rights reserved.
Exhibit (a)(1)(H)

1
Exchange Offer Informational Session
Exchange Offer
Legal Disclaimer
The following presentation is provided for informational purposes only.  The decision
to participate in the exchange offer is an individual one, and this presentation is not
intended to encourage or discourage participation. 
Important information regarding the exchange offer is included in the Offer to
Exchange Certain Outstanding Stock Options and Stock Appreciation Rights for
Replacement Awards, dated July 13, 2009 (the “Offering Memorandum”). You are
encouraged to read the Offering Memorandum
carefully before deciding whether to
participate in the exchange offer.
Country-specific tax information provided is a summary only and is not intended as
tax advice.  Please speak with your tax or financial advisor to determine your personal
tax obligation and the risks or benefits of participation in this exchange offer.

2
Exchange Offer Informational Session
Agenda
Stock Option Refresher
Exchange Offer
-
Overview
-
Illustrations
-
Questions to Consider
-
Resources
-
Timeline
Country Specific Tax Considerations
Exchange Offer Website Training
Glossary of Terms
Stock Appreciation Rights Refresher

3
Exchange Offer Informational Session
Stock Option Refresher
•
It is the right to buy shares of Genworth common stock at a fixed price in the future (the
strike price).
What is a Stock Option?
•
The strike price is the closing price of Genworth common stock on the day the stock option
is granted.
What is the Strike Price?
•
In this example, a stock option is granted with a strike price of $5.  Let’s assume that the
stock option vests and the price of the stock on the stock market has increased to $8.  The
employee would be able to purchase the stock for $5.  After the employee purchases the
share for $5 the employee can decide to keep the share, or they can sell it for $8.
•
The employee would have the opportunity to do a “cashless exercise”, meaning no initial
cash payment is required to cover the strike price.
How does a Stock Option work?
$5
$8
Price you pay (Strike Price)
Exercise
“Gain”
Realized Upon Exercise = $3*
Price to purchase the shares on the open market
*Before taxes and other deductions
Grant Date

4
Exchange Offer Informational Session
Exchange Offer Overview
Exchange Program
•
It allows eligible employees to exchange underwater (current stock price is significantly below
strike price for the award) stock options or SARs
for a lesser number of replacement stock
options or SARs. 
•
The replacement stock options or SARs
you receive as a result of the exchange will have a
strike price equal to the closing price of our common stock on the date the replacement
awards are granted, and a new vesting schedule.
What Is The Exchange Program?
•
Participating in the exchange is voluntary.  Genworth cannot provide guidance on whether it
makes sense for you to participate. 
Should I Participate In The Exchange?
•
If
you
choose
not
to
participate
your
outstanding
stock
options
or
SARs
will
remain
outstanding and will not be impacted by the exchange offer.
What Happens To My Outstanding Stock Options And SARs
If I Choose
Not To Participate?

5
Exchange Offer Informational Session
Exchange Offer Overview
Tax Implications
•
The tax consequences of participating in the exchange offer may be different depending
on the country in which you work. Participants located outside the United States should
review “Schedule A”
in the Offering Memorandum.
•
Genworth believes participating in the exchange offer will be a non-taxable event for
United States federal income purposes.
•
You should consult with your tax advisor or financial planner for specific information on tax
consequences and how they may impact you.
Will I Owe Taxes If I Participate In The Exchange Offer?

6
Exchange Offer Informational Session
Exchange Offer Overview
Tax Implications
•
The
tax
consequences
upon
exercise
may
be
different
depending
on
the
country
in
which
you
work.
Participants
located
outside
the
United
States
should
review
“Schedule
A”
in
the
Offering Memorandum.
•
Upon exercise, any gain realized from the replacement awards will be treated as taxable
income for United States federal income tax purposes.
•
You should consult with your tax advisor or financial planner for specific information on the
tax consequences and how they may impact you.
How Will The Replacement Awards Be Taxed Once They Are Exercised?

7
Exchange Offer Informational Session
Exchange Offer Overview
Timing
•
The window to participate opened on July 13, 2009.  Your election to exchange your awards
must be received by 5:00 p.m. U.S. Eastern Time on August 18, 2009.
How Much Time Do I Have To Decide Whether Or Not To Participate?
•
You may participate by submitting your election on the exchange offer website
(http://genworth.com/optionexchange). 
•
If you are unable to access the exchange offer website, you may request a paper election
form by contacting the executive compensation team at compensation@genworth.com. 
•
All elections must be properly completed and submitted by 5:00 p.m., U.S. Eastern Time, on
August 18, 2009. 
•
For non-US participants, after you complete your on-line election, you must print and
sign
the
confirmation
page.
We
must
RECEIVE
your
completed
and
signed
confirmation
page by 5:00 p.m., U.S. Eastern Time, on August 18, 2009.
How Do I Participate?

8
Exchange Offer Informational Session
Exchange Offer Overview
Eligible Awards
A stock option or SAR is eligible if it meets ALL of the following criteria:
What Is An Eligible Award?
•
Has an exercise (strike price) greater than the 52-week high closing price of our
common stock on August 18, 2009 (and not below $19.50 USD);
•
Is not a “conversion award”
granted by our former parent prior to our initial public
offering and converted into a Genworth award;
•
Was not granted within 12 months of August 18, 2009;
•
Is held by an individual currently employed in one of the following countries:
Australia, Canada, Denmark, Finland, France, Germany, Greece, Ireland, Italy, New
Zealand, Norway, Portugal, Spain, Sweden, Switzerland, United Kingdom, United
States;
•
Is outstanding on the expiration date of the exchange offer; and
•
Is
not
held
by
a
“named
executive
officer”
or
a
member
of
Genworth’s
Board
of
Directors.

9
Exchange Offer Informational Session
Exchange Offer Overview
Tendering Options & SARs
•
The
number
of
replacement
stock
options
or
SARs
you
will
receive
in
exchange
for
the
stock options or SARs
you tender will be determined by dividing the number of stock
options or SARs
you tender per grant, by three, and rounding down to the nearest whole
number.
How Many Awards Will I Receive For The Awards I Exchange?
•
No.  If you choose to participate in the exchange offer, you must surrender all outstanding
stock options and SARs
from one or more grants of eligible stock options and SARs.
Can I Exchange Only A Portion Of An Outstanding Grant Of Eligible Stock
Options Or SARs?
Tendering Options & SARs
Example
Assumptions:
1.
Don’t exchange any stock options
2.
Exchange 1,000 options from the ’04 grant and none from the ‘06 grant
3.
Exchange 1,000 options from the ‘06 grant and none from the ‘04 grant
4.
Exchange 1,000 options from the ‘04 grant and 1,000 options from the ‘06 grant
–
2006 Grant: Currently hold 1,000 stock options
Alternatives:
–
2004 Grant: Currently hold 1,000 stock options

10
Exchange Offer Informational Session
Exchange Offer Overview
What Will The Vesting Schedule Be For The Replacement Awards?
Before:            Aug 19, 2007
On or After:    Aug 19, 2007
•
Regardless of whether or not your current awards are vested all replacement awards granted
will be given new vesting schedules as follows.
1/3 per yr over 3 yrs
1/4 per yr over 4 yrs
Original Grant Date
New Vesting Schedule
What Does 1/3 Per Year Over 3 Years Mean?
•
Assume you exchange 1,000 awards
•
You receive 333 replacement awards (1,000 / 3 rounded down to the nearest whole
number)
•
The new grant date is 8/19/2009
•
Vesting 1/3 per year over 3 years would be according to the following schedule:
# of Awards Vesting
111 Stock Options
111 Stock Options  
111 Stock Options
Vesting Date
8/19/2010
8/19/2011
8/19/2012
Assumptions:

11
Exchange Offer Informational Session
nd
st
Exchange Offer Overview
Vesting & Life Of The Replacement Awards
•
The
replacement
awards
you
receive
will
have
the
same
expiration
date
as
the
awards
you
exchange.
•
The example below demonstrates how exchanging a grant made on May 25, 2004 would
impact the new vesting schedule and expiration date.
•
The example below assumes the exchange closes on Aug 18, 2009 with a new grant date of
Aug 19, 2009.
How long will I have to exercise the replacement awards?
May 25, 2004
1/4 per year beginning
on the 2
year
anniversary
Original Grant Date
Original Vesting
May 25, 2009
Fully Vested
Aug 19, 2009
1/3 per year beginning
on the 1
year
anniversary
Replacement Award
Grant Date
Replacement
Award Vesting
Aug 19, 2012
Fully Vested*
May 25, 2014
Expiration Date
May 25, 2014
Expiration
Date
*Assumes continued service through vesting period.

12
Exchange Offer Informational Session
Disclaimers related to illustrations that follow
Exchange Offer Illustrations
We do not make any representations regarding the value of eligible options and SARs,
the value of replacement awards or the future price of our common stock.  We do not
make any representations regarding the future value of eligible options and SARs
relative to the future value of the replacement awards.
The illustrations of hypothetical gains on the next few slides are subject to the
following assumptions and qualifications:
•
A replacement award exercise price of $7.00 per share for illustration purposes*
•
All
replacement
awards
and
eligible
stock
options
and
SARs
surrendered
for 
exchange are fully vested and exercisable
•
The illustrations utilize the exchange ratio that has been set for the exchange
offer
•
Continued employment through the entire vesting period
*Assumed solely for the purposes of the hypothetical illustration.  Genworth cannot and does not predict the future market price
of
its
stock,
and
the
examples
do
not
constitute
a
prediction
of
future
stock
price.

13
Exchange Offer Informational Session
# Shares
Illustration Of Eligible Options With A Strike Price Of $19.50
5/25/2004:
$5
$15
$25
$30
$0
$0
$5,500
$10,500
Value at Different Stock Price Points
1,000
Strike
Price
$19.50
$35
$15,500
$40
$20,500
$45
$25,500
8/19/2009:
$0
$2,664
$5,994
$7,659
333
$7.00
$9,324
$10,989
$12,654
Impact of the Exchange:
$0
$2,664
$494
($2,841)
($6,176)
($9,511)
($12,846)
“Break Even”
at a stock price of ~$25.74 with a strike price $7.00*
Grant Date
Exchange
Current
$25.74
$6,240
$6,240
$0
*Values Are Based On Full Vesting Of All Awards And Do Not Factor In Taxes Or Other Deductions.  Assumes Strike Price
Of $7.00 For The Replacement Awards.  Actual Strike Price For The Replacement Awards May Vary.
Exchange Offer Illustrations

14
Exchange Offer Informational Session
Illustration Of Eligible Options With A Strike Price Of $32.10*
“Break Even”
at a stock price of ~$44.63 with a strike price $7.00*
*Values Are Based On Full Vesting Of All Awards And Do Not Factor In Taxes Or Other Deductions.  Assumes Strike Price
Of $7.00 For The Replacement Awards.  Actual Strike Price For The Replacement Awards May Vary.
Exchange Offer Illustrations
# Shares
7/20/2005:
$5
$15
$25
$30
$0
$0
$0
$0
Value at Different Stock Price Points
1,000
Strike
Price
$32.10
$35
$2,900
$40
$7,900
$45
$12,900
8/19/2009:
$0
$2,664
$5,994
$7,659
333
$7.00
$9,324
$10,989
$12,654
Impact of the Exchange:
$0
$2,664
$5,994
$7,659
$6,424
$3,089
($246)
Grant Date
Exchange
Current
$44.63
$12,530
$12,530
$0

15
Exchange Offer Informational Session
Illustration Of Eligible Options With A Strike Price Of $34.13*
# Shares
8/09/2006:
$5
$15
$25
$30
$0
$0
$0
$0
Value at Different Stock Price Points
1,000
Strike
Price
$34.13
$35
$870
$40
$5,870
$45
$10,870
8/19/2009:
$0
$2,664
$5,994
$7,659
333
$7.00
$9,324
$10,989
$12,654
Impact of the Exchange:
$0
$2,664
$5,994
$7,659
$8,454
$5,119
$1,784
Grant Date
Exchange
Current
$47.68
$13,550
$13,546
($4)
“Break Even”
at a stock price of ~$47.68 with a strike price $7.00*
*Values Are Based On Full Vesting Of All Awards And Do Not Factor In Taxes Or Other Deductions.  Assumes Strike Price
Of $7.00 For The Replacement Awards.  Actual Strike Price For The Replacement Awards May Vary.
Exchange Offer Illustrations

16
Exchange Offer Informational Session
Illustration Of Eligible Options With A Strike Price Of $30.52*
“Break Even”
at a stock price of ~$42.26 with a strike price $7.00*
*Values Are Based On Full Vesting Of All Awards And Do Not Factor In Taxes Or Other Deductions.  Assumes Strike Price
Of $7.00 For The Replacement Awards.  Actual Strike Price For The Replacement Awards May Vary.
Exchange Offer Illustrations
# Shares
7/31/2007:
$5
$15
$25
$30
$0
$0
$0
$0
Value at Different Stock Price Points
1,000
Strike
Price
$30.52
$35
$4,480
$40
$9,480
$45
$14,480
8/19/2009:
$0
$2,664
$5,994
$7,659
333
$7.00
$9,324
$10,989
$12,654
Impact of the Exchange:
$0
$2,664
$5,994
$7,659
$4,844
$1,509
($1,826)
Grant Date
Exchange
Current
$42.26
$11,740
$11,742
$2

17
Exchange Offer Informational Session
Illustration Of Eligible Options With A Strike Price Of $22.80*
“Break Even”
at a stock price of ~$30.69 with a strike price $7.00*
*Values Are Based On Full Vesting Of All Awards And Do Not Factor In Taxes Or Other Deductions.  Assumes Strike Price
Of $7.00 For The Replacement Awards.  Actual Strike Price For The Replacement Awards May Vary.
Exchange Offer Illustrations
# Shares
2/13/2008:
$5
$15
$25
$30
$0
$0
$2,200
$7,200
Value at Different Stock Price Points
1,000
Strike
Price
$22.80
$35
$12,200
$40
$17,200
$45
$22,200
8/19/2009:
$0
$2,664
$5,994
$7,659
333
$7.00
$9,324
$10,989
$12,654
Impact of the Exchange:
$0
$2,664
$3,794
$459
($2,876)
($6,211)
($9,546)
Grant Date
Exchange
Current
$30.69
$7,890
$7,889
($1)

18
Exchange Offer Informational Session
Questions to Consider
1.
Have I reviewed all the relevant documents including the Offering Memorandum
&
specifically the Risk Factors related to the exchange offer?
2.
At what price do I anticipate Genworth’s
stock to trade over the life of the grant(s)
I hold? 
3.
Am I comfortable with a new three or four year vesting schedule for replacement
awards?
4.
Am I planning on retiring in the next 12 months?
5.
Have
I
reviewed
any
potential
tax
implications
with
my
financial
or
tax
advisor?
6.
Are
there
other
personal
financial
circumstances
that
may
impact
my
decision
on
whether or not I should participate in the exchange offer?

19
Exchange Offer Informational Session
1.
Exchange offer website http://genworth.com/optionexchange:  Where employees can
make their elections to participate in the exchange.  In addition it has links to information
& documents related to the exchange offer (Offering Memorandum, translations, etc.)
2.
Executive
compensation
team
–
compensation@genworth.com:
email
resource
to
utilize
after you have read through the Offering Memorandum.  Will be able to assist you with
any questions about the exchange offer website. 
3.
Local Human Resources Manager.
Exchange Offer Resources

20
Exchange Offer Informational Session
July 13, 2009 –
Offer commences &
Exchange offer website opens
August 18, 2009, 5 pm. U.S. Eastern Time
–
Exchange offer closes
–
Deadline for properly completed and submitted election being
RECEIVED
by the executive compensation team
–
Exchanged awards are cancelled
August 19, 2009
–
Replacement awards are priced and issued
September 2009 –
New award packages and online grant materials delivered to participants
Exchange Offer Timeline

21
Exchange Offer Informational Session
Exchange Offer Country Specific Tax
Considerations

22
Exchange Offer Informational Session
Exchange Offer Country Specific Tax Information
Australia
•
Important Note: The Australian Government has announced a major change in the
way employee equity-based awards are taxed in Australia.  If the changes are
implemented
as
announced,
the
tax
rules
will
change
for
‘qualifying’
awards
acquired
on or after July 1, 2009.  Acquisitions of shares and rights prior to July 1, 2009 will not
be affected.  A consultation process has commenced.  However, the tax treatment of
acquisitions
of
shares
and
rights
after
July
1,
2009
can
only
be
determined
with
certainty after the necessary legislation has been enacted.   
•
The
amount
of
tax
due
is
likely
based
on
the
‘deemed
value’
of
the
replacement
grants
(as determined by a valuation table contained in the Australian tax legislation). 
•
The
disposal
of
underwater
stock
options
may
result
in
a
taxable
event
when
replaced
with
stock
options
granted
at
an
‘at
market’
strike
price.
Country-specific Tax Information Provided Is A Summary Only And Is Not Intended As Tax Advice. 
Please Speak With Your Tax Or Financial Advisor To Determine Your Personal Tax Obligation And
The Risks Or Benefits Of Participation In This Exchange Offer.

23
Exchange Offer Informational Session
Exchange Offer Country Specific Tax Information
Denmark
•
The
disposal
of
underwater
stock
options
may
result
in
a
taxable
event
when
replaced
with
stock
options
granted
at
an
‘at
market’
exercise
price.
•
The taxable value at grant related to the exchange would either be determined as the
Black-Scholes
value of the existing options or the replacement options.
•
Please speak with your tax or financial advisor to determine your personal tax
obligation.
Country-specific Tax Information Provided Is A Summary Only And Is Not Intended As Tax Advice. 
Please Speak With Your Tax Or Financial Advisor To Determine Your Personal Tax Obligation And
The Risks Or Benefits Of Participation In This Exchange Offer.

24
Exchange Offer Informational Session
Exchange Offer Country Specific Tax Information
United Kingdom
•
There
are
no
adverse
tax
implications
related
to
the
exchange
of
non-qualified
Stock
Options.
•
Participants that exchange outstanding Qualified Stock Options would receive non-
qualified Stock Options in exchange
•
Participants
who
elect
to
exchange
their
Qualified
Stock
Options
for
non-qualified
awards
may have the opportunity to receive Qualified Stock Options at future grants.
•
Please speak with your tax or financial advisor to determine your personal tax obligation.
Country-specific Tax Information Provided Is A Summary Only And Is Not Intended As Tax Advice. 
Please Speak With Your Tax Or Financial Advisor To Determine Your Personal Tax Obligation And
The Risks Or Benefits Of Participation In This Exchange Offer.

25
Exchange Offer Informational Session
Exchange Offer Website Training

26
Exchange Offer Informational Session
Exchange Offer –
Website Training

27
Exchange Offer Informational Session
Exchange Offer –
Website Training

28
Exchange Offer Informational Session
Exchange Offer –
Website Training

29
Exchange Offer Informational Session
Exchange Offer –
Website Training

30
Exchange Offer Informational Session
Exchange Offer –
Website Training
Go to the “Make Your Election”
page at any time by clicking
either “Make Your Election”
tabs.

31
Exchange Offer Informational Session
Exchange Offer –
Website Training

32
Exchange Offer Informational Session
Exchange Offer –
Website Training

33
Exchange Offer Informational Session
Exchange Offer –
Website Training

34
Exchange Offer Informational Session
Exchange Offer –
Website Training

35
Exchange Offer Informational Session
Exchange Offer –
Website Training

36
Exchange Offer Informational Session
Exchange Offer –
Glossary of Key Terms
Exchange Ratio:
It is the ratio used to determine how many replacement
options or SARs
will be granted for the exchanged options
that are cancelled.
A SAR allows a holder to benefit from the appreciation of
Genworth stock between the grant date and the vesting date.
Stock Appreciation
Right (SAR):
Stock options & SARs
you still hold (both vested & unvested)
but are not exercised.
Outstanding Stock
Options & SARs:
Legal document filed with the SEC which states the objectives,
risks and terms of the exchange offer.
Offering Memorandum:
A method of converting stock options into stock that requires
no initial cash payment. The strike price is covered by selling
some of the option shares.
Cashless Exercise:

37
Exchange Offer Informational Session
Exchange Offer –
Glossary of Key Terms
Glossary of Terms
Vesting:
When your stock options become exercisable, they are
referred to as being “vested”.  The vesting schedule applicable
to your stock options will be set forth in your stock option grant
agreement(s).
The strike price is the closing price of Genworth common stock
on the day the stock option is granted.
Strike Price:
A stock option or SAR is considered “underwater”
if the exercise
price of the stock option or SAR is higher than the current
market price.
Underwater:
It is the right to buy shares of Genworth common stock at a
fixed price in the future (the strike price).
Stock Option:

38
Exchange Offer Informational Session
Stock Appreciation Right Refresher
Stock Appreciation Rights (SARs)
•
A SAR has the same economic value as a stock option but are delivered primarily to our
executive officers.  A SAR allows a holder to benefit from the appreciation of Genworth
stock between the grant date and the vesting date. A SAR represents the right to receive
the difference between the value of the underlying Genworth stock on the date of exercise
over the grant price of the award, payable in shares of stock.
What Is A SAR?
•
A SAR is similar to a stock option, except that when you exercise a SAR, you do not have to
pay
an
exercise
price
to
receive
shares.
Instead
you
are
receiving
the
“appreciation”
of
the
underlying stock, which is equal to the current value of the shares less the grant price. 
How Does A SAR Work?
$5
$8
Grant Price
“Appreciation”
Realized Upon Exercise = $3*
Price to purchase the shares on the open market
*Before taxes and other deductions
Grant Date
Exercise