SEC FORM 4

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

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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^*

CLEMENTS ROBERT

(Last)

(First)

(Middle)

ARCH CAPITAL GROUP (U.S.) INC.

20 HORSENECK LANE

(Street)

GREENWICH

06830

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ARCH CAPITAL GROUP LTD [ ACGL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Chairman of the Board of Direc

3. Date of Earliest Transaction (Month/Day/Year)
10/23/2003

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares, $.01 par value per share	10/23/2003		G	V	168,962	D	⁽⁴⁾	970,121	D
Common Shares, $.01 par value per share								989,501⁽²⁾	D
Common Shares, $.01 par value per share	11/07/2003		S		8,600	D	$39	980,901	D
Common Shares, $.01 par value per share	11/07/2003		S		1,000	D	$39.01	979,901	D
Common Shares, $.01 par value per share	11/07/2003		S		4,000	D	$39.01	975,901	D
Common Shares, $.01 par value per share	11/07/2003		S		200	D	$39.02	975,701	D
Common Shares, $.01 par value per share	11/07/2003		S		2,400	D	$39.04	973,301	D
Common Shares, $.01 par value per share	11/07/2003		S		500	D	$39.12	972,801	D
Common Shares, $.01 par value per share	11/07/2003		S		700	D	$39.17	972,101	D
Common Shares, $.01 par value per share	11/07/2003		S		3,100	D	$39.2	969,001	D
Common Shares, $.01 par value per share	11/07/2003		S		200	D	$39.24	968,801	D
Common Shares, $.01 par value per share	11/07/2003		S		900	D	$39.25	967,901	D
Common Shares, $.01 par value per share	11/07/2003		S		400	D	$39.26	967,501	D
Common Shares, $.01 par value per share	11/07/2003		S		1,000	D	$39.39	966,501	D
Common Shares, $.01 par value per share	11/07/2003		S		4,600	D	$39.4	961,901	D
Common Shares, $.01 par value per share	11/07/2003		S		5,700	D	$39.41	956,201	D
Common Shares, $.01 par value per share	11/07/2003		S		200	D	$39.52	956,001	D
Common Shares, $.01 par value per share	11/10/2003		S		100	D	$39.01	955,901	D
Common Shares, $.01 par value per share	11/10/2003		S		100	D	$39.03	955,801	D
Common Shares, $.01 par value per share	11/10/2003		S		200	D	$39.06	955,601	D
Common Shares, $.01 par value per share	11/10/2003		S		200	D	$39.07	955,401	D
Common Shares, $.01 par value per share	11/10/2003		S		100	D	$39.09	955,301	D
Common Shares, $.01 par value per share								432,008	I	See footnote.⁽¹⁾
Common Shares, $.01 par value per share								2,725	I	See footnote.⁽³⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Reflects Common Shares held by spouse. The Reporting Person disclaims beneficial ownership of these securities.

2. Since the Reporting Person's last report, and in accordance with the terms of the grantor retained annuity trust ("GRAT") established by the Reporting Person, which expired on October 23, 2003, 19,380 Common Shares previously held through the GRAT are now owned directly by the Reporting Person. The balance of the 28,132 Common Shares previously held by the GRAT were distributed to the Reporting Person's children who were beneficiaries of the GRAT.

3. Reflects Common Shares held by Sound View Partners, L.P. ("Sound View"). The Reporting Person does not have a pecuniary interest in, and disclaims beneficial ownership of, approximately 98% of the securities held by Sound View, which represents the ownership percentage of Sound View partners other than the Reporting Person, but excluding that portion of Sound View held by Taracay Investors ("Taracay") to the extent of the Reporting Person's beneficial ownership of Taracay. Taracay owns approximately 50% of Sound View. Taracay is a general partnership, the general partners of which consist of the Reporting Person and members of his family and the managing partner of which is the Reporting Person.

4. Represents a gift to the Reporting Person's spouse.

	Robert Clements	11/12/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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