SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* RESERVOIR CAPITAL GROUP LLC (Last) (First) (Middle) 650 MADISON AVE 26TH FL (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Argo Group International Holdings, Ltd. [ AGIID ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 08/07/2007
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	08/07/2007		A		200(1)(2)	A	$0.00	16,235(1)	D(2)(3)(4)
Common Shares	08/07/2007		C		339,902(5)(6)(7)	A	$0.00	356,137	D(3)(4)
Common Shares	08/07/2007		P		154,566(5)(8)(9)	A	(8)	610,703	D(3)(4)
Series B Preferred Shares	08/07/2007		S		1,588,492(5)(8)(10)	A	(8)	0	D(3)(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Convertible Common Shares	(6)	08/07/2007		C			3,399,020(11)	(6)	(6)	Common Shares	3,399,020(11)	$0.00	0.00	D(3)(4)

1. Name and Address of Reporting Person* RESERVOIR CAPITAL GROUP LLC (Last) (First) (Middle) 650 MADISON AVE 26TH FL (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* RESERVOIR CAPITAL PARTNERS LP (Last) (First) (Middle) 650 MADISON AVE 26TH FL (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* RESERVOIR CAPITAL MASTER FUND LP (Last) (First) (Middle) 650 MADISON AVE 26TH FL. (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Reservoir Capital Master Fund II, LP (Last) (First) (Middle) 650 MADISON AVENUE 26TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* RESERVOIR CAPITAL INVESTMENT PARTNERS LP (Last) (First) (Middle) 650 MADISON AVE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* RESERVOIR PCA FUND (CAYMAN), L.P. (Last) (First) (Middle) C/O RESERVOIR CAPITAL GROUP, LLC 650 MADISON AVENUE, 26TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* RMF GP, LLC (Last) (First) (Middle) 650 MADISON AVENUE, 26TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* RESERVOIR MASTER FUND, L.P. (Last) (First) (Middle) 650 MADISON AVENUE, 26TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* RCGM LLC (Last) (First) (Middle) 650 MADISON AVENUE, 26TH FLOOR 650 MADISON AVENUE, 26TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Under the terms of the PXRE Group Ltd. Non-Employee Director Deferred Stock Plan (the "Plan"), upon the consummation of a merger on August 7, 2007 pursuant to which Argonaut Group, Inc. ("Argonaut") became a wholly owned subsidiary of PXRE Group Ltd. ("PXRE"), each non-employee director received a grant of 2,000 PXRE common shares, par value $1.00 per share ("Common Shares"). Immediately following the merger, the Common Shares split in a 1-for-10 reverse stock split (the "Reverse Stock Split") and PXRE's name was changed to "Argo Group International Holdings, Ltd."

2. The Plan permits certain directors to cause Common Shares to be granted directly to their employers (or to affiliates of their employers) subject to the same terms and conditions under the Plan as would apply if the director had retained such Common Shares personally. Reservoir Capital Group, L.L.C., a Delaware limited liability company ("Reservoir Group"), is the employer of Craig Huff. Mr. Huff was granted 200 Common Shares (giving effect to the Reverse Stock Split) and has caused such Common Shares to be granted directly to Reservoir Group. Mr. Huff resigned from the PXRE board as of the effective time of the merger. See Exhibit 99.1 attached hereto for a list of each reporting person.

3. RCGM, LLC, a Delaware limited liability company ("RCGM"), is an investment management firm and is the managing member of Reservoir Group. Reservoir Group is an investment management firm and serves as the general partner of Reservoir Capital Partners, L.P. ("Reservoir Partners"), Reservoir Capital Master Fund, L.P. ("Reservoir Capital Master Fund"), Reservoir Capital Master Fund II, L.P. ("Reservoir Capital Master Fund II"), Reservoir Capital Investment Partners, L.P. ("Reservoir Investment") and Reservoir PCA Fund (Cayman), L.P. ("Reservoir PCA"), which are each private investment partnerships. Reservoir PCA is the managing member of RMF GP, LLC ("RMG GP"), which is in turn the general partner of Reservoir Master Fund, L.P. ("Reservoir Master Fund").

4. Each of RCGM, Reservoir Group, Reservoir Partners, Reservoir Capital Master Fund, Reservoir Capital Master Fund II, Reservoir Investment, Reservoir PCA, RMG GP and Reservoir Master Fund disclaims beneficial ownership of the reported Common Shares except to the extent of its pecuniary interest therein, and the inclusion of such Common Shares in this report shall not be deemed an admission of beneficial ownership of such reported Common Shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

5. Upon the consummation of the merger on August 7, 2007, the Class B Convertible Voting Common Shares, par value $1.00 per share, of PXRE ("Class B Convertible Common Shares") and the Series B Convertible Voting Preferred Shares, par value $1.00 per share, of PXRE ("Series B Preferred Shares) held by the reporting persons converted into Common Shares.

6. The Class B Convertible Common Shares were convertible into Common Shares at any time on a one for one basis, and had no expiration date.

7. Includes 204,847, 27,819, 17,582 and 89,654 Common Shares held by Reservoir Partners, Reservoir Capital Master Fund, Reservoir Capital Master Fund II and Reservoir Investment, respectively (after giving effect to the Reverse Stock Split).

8. Pursuant to a Voting and Conversion Agreement, dated as of March 14, 2007, certain of the reporting persons agreed to convert the Series B Preferred Shares held by them into Common Shares at a conversion price of $6.24 per Series B Preferred Share, subject to the completion of the merger. The merger and conversion was completed on August 7, 2007. Upon consummation of the merger, the 1,588.492 Series B Preferred Shares held by Reservoir Partners and Reservoir Capital Master Fund were converted into 2,545,660 Common Shares (254,566 after giving effect to the Reverse Stock Split).

9. Includes 217,909 and 36,657 Common Shares held by Reservoir Partners and Reservoir Capital Master Fund, respectively (after giving effect to the Reverse Stock Split).

10. Includes 1,359.749 and 228.743 Series B Preferred Shares held by Reservoir Partners and Reservoir Capital Master Fund, respectively.

11. Includes 2,048,470, 278,187, 175,818 and 896,545 Class B Convertible Common Shares held by Reservoir Partners, Reservoir Capital Master Fund, Reservoir Capital Master Fund II and Reservoir Investment, respectively.

Remarks:

EXHIBIT LIST Exhibit 99.1 -- Form 4 Joint Filer Information

	/s/ Celia Felsher, General Counsel	08/09/2007
	** Signature of Reporting Person	Date
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