Schedule 13G Amendment No.1

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SIMglmhNdOXeofjyEswEsAlqxKeUxtzVLkIRnGO16D+lLGkD+cXhdrsCiUMPbLUF lJa18tKuzLMLyVwXvG35+A== 0001193125-07-185311.txt : 20070817 0001193125-07-185311.hdr.sgml : 20070817 20070817170005 ACCESSION NUMBER: 0001193125-07-185311 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20070817 DATE AS OF CHANGE: 20070817 GROUP MEMBERS: CHRISTINA SINGLETON MEDNICK GROUP MEMBERS: DONALD E. RUGG GROUP MEMBERS: WILLIAM W. SINGLETON SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ARGONAUT GROUP INC CENTRAL INDEX KEY: 0000800082 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 954057601 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-37916 FILM NUMBER: 071065741 BUSINESS ADDRESS: STREET 1: 10101 REUNION PLACE, STE. 500 CITY: SAN ANTONIO STATE: TX ZIP: 78216 BUSINESS PHONE: 2103218500 MAIL ADDRESS: STREET 1: 10101 REUNION PLACE, STE 500 CITY: SAN ANTONIO STATE: TX ZIP: 78216 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SINGLETON GROUP LLC CENTRAL INDEX KEY: 0001112049 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 11661 SAN VICENTE BLVD STREET 2: SUITE 915 CITY: LOS ANGELES STATE: CA ZIP: 90049 BUSINESS PHONE: 3102073200 MAIL ADDRESS: STREET 1: 11661 SAN VICENTE BLVD STREET 2: SUITE 915 CITY: LOS ANGELES STATE: CA ZIP: 90049 SC 13G/A 1 dsc13ga.htm SCHEDULE 13G AMENDMENT NO.1 Schedule 13G Amendment No.1

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO

RULES 13d-1(b),(c), and (d) AND AMENDMENTS THERETO FILED PURSUANT

TO RULE 13d-2

(Amendment No. 1)*

Argonaut Group, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

040157 10 9

(CUSIP Number)

August 7, 2007

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨	Rule 13d-1(b)

x	Rule 13d-1(c)

¨	Rule 13d-1(d)

^*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP No. 040157 10 9		13G		Page 2 of 10


1.		NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Singleton Group LLC
2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) x (b) ¨
3.		SEC USE ONLY
4.		CITIZENSHIP OR PLACE OF ORGANIZATION Delaware


Number of Shares Beneficially Owned by Each Reporting Person With		5. SOLE VOTING POWER 0
		6. SHARED VOTING POWER 0
		7. SOLE DISPOSITIVE POWER 0
		8. SHARED DISPOSITIVE POWER 0


9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨
11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0%
12.		TYPE OF REPORTING PERSON (See Instructions) OO


CUSIP No. 040157 10 9		13G		Page 3 of 10


1.		NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Christina Singleton Mednick
2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) x (b) ¨
3.		SEC USE ONLY
4.		CITIZENSHIP OR PLACE OF ORGANIZATION United States


Number of Shares Beneficially Owned by Each Reporting Person With		5. SOLE VOTING POWER 0
		6. SHARED VOTING POWER 0
		7. SOLE DISPOSITIVE POWER 0
		8. SHARED DISPOSITIVE POWER 0


9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨
11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0%
12.		TYPE OF REPORTING PERSON (See Instructions) IN


CUSIP No. 040157 10 9		13G		Page 4 of 10


1.		NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). William W. Singleton
2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) x (b) ¨
3.		SEC USE ONLY
4.		CITIZENSHIP OR PLACE OF ORGANIZATION United States


Number of Shares Beneficially Owned by Each Reporting Person With		5. SOLE VOTING POWER 0
		6. SHARED VOTING POWER 0
		7. SOLE DISPOSITIVE POWER 0
		8. SHARED DISPOSITIVE POWER 0


9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨
11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0%
12.		TYPE OF REPORTING PERSON (See Instructions) IN


CUSIP No. 040157 10 9		13G		Page 5 of 10


1.		NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Donald E. Rugg
2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) x (b) ¨
3.		SEC USE ONLY
4.		CITIZENSHIP OR PLACE OF ORGANIZATION United States


Number of Shares Beneficially Owned by Each Reporting Person With		5. SOLE VOTING POWER 0
		6. SHARED VOTING POWER 0
		7. SOLE DISPOSITIVE POWER 0
		8. SHARED DISPOSITIVE POWER 0


9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨
11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0%
12.		TYPE OF REPORTING PERSON (See Instructions) IN


CUSIP No. 040157 10 9		13G		Page 6 of 10

The information in this Schedule 13G/A relates to and amends that certain Schedule 13G filed on November 26, 2003 (the “Initial Schedule 13G”) by the Singleton Group LLC, Caroline W. Singleton (“Caroline Singleton”), William W. Singleton, and Donald E. Rugg with regard to their beneficial ownership of shares of common stock of Argonaut Group, Inc (“Argonaut”).

Since the filing of the Singleton Group 13G, the reporting persons have changed due to the death of Caroline Singleton and the appointment of Christina Singleton Mednick in place of Caroline Singleton as one of the managers of the Singleton Group LLC. The current reporting persons are as set forth in this filing (the “Reporting Persons”). In addition, since the filing of the Initial Schedule 13G, the percentage ownership of the shares of common stock held by the Reporting Persons has decreased due in part to open market sales and subsequently to the merger of Argonaut with PXRE Group Ltd. on August 7, 2007 (the “Merger”). In connection with the Merger, Argonaut stockholders received .6484 common shares of Argo Group International Holdings, Ltd. (formerly known as PXRE Group Ltd.) in exchange for each share of common stock of Argonaut held by Argonaut stockholders at the time of the Merger. Therefore, the Reporting Persons no longer hold any shares of common stock of Argonaut.

Item 1(a).

Name of Issuer:

Argonaut Group, Inc.

Item 1(b).

Address of Issuer’s Principal Executive Offices:

10101 Reunion Place, Suite 500, San Antonio, Texas 78216.

Item 2(a).

Name of Persons Filing:

This statement is filed by the Singleton Group LLC, Christina Singleton Mednick, William W. Singleton and Donald E. Rugg. Each of the foregoing is referred to as a “Reporting Person” and collectively the “Reporting Persons.” Christina Singleton Mednick, William W. Singleton and Donald E. Rugg are each a manager of the Singleton Group LLC.

Item 2(b).

Address of Principal Business Office or, if none, Residence:

The address of each of the Reporting Persons is c/o Singleton Group LLC, 11661 San Vicente Blvd., Suite 915, Los Angeles, CA 90049.

Item 2(c).

Citizenship:

The Singleton Group LLC is a limited liability company formed under the laws of Delaware. Christina Singleton Mednick, William W. Singleton and Donald E. Rugg are citizens of the United States.


CUSIP No. 040157 10 9		13G		Page 7 of 10

Item 2(d).

Title of Class of Securities: Common Stock

Item 2(e).

CUSIP Number: 040157 10 9

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Not applicable.

Item 4.

Ownership.

In connection with the Merger (as defined above), Argonaut stockholders received .6484 common shares of Argo Group International Holdings, Ltd. (formerly known as PXRE Group Ltd.) in exchange for each share of common stock of Argonaut held by Argonaut stockholders as of August 7, 2007. Therefore, the Reporting Persons no longer beneficially own any shares of common stock of Argonaut.


CUSIP No. 040157 10 9		13G		Page 8 of 10

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: [x].

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Not applicable.

Item 8.

Identification and Classification of Members of the Group

Christina Singleton Mednick, William W. Singleton, and Donald E. Rugg are managers of the LLC and may be considered members of a group with the Singleton Group LLC. See Exhibit 99.1 attached hereto.

Item 9.

Notice of Dissolution of Group

Not applicable.

Item 10.

Certifications

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.


CUSIP No. 040157 10 9		13G		Page 9 of 10

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.


Dated: August 17, 2007	Singleton Group LLC, a Delaware limited liability company

	By:	/s/ DONALD E. RUGG
		Donald E. Rugg, Manager

		/s/ CHRISTINA SINGLETON MEDNICK
		Christina Singleton Mednick

		/s/ WILLIAM W. SINGLETON
		William W. Singleton

		/s/ DONALD E. RUGG
		Donald E. Rugg


CUSIP No. 040157 10 9		13G		Page 10 of 10

EXHIBIT INDEX


EXHIBIT NO.		DESCRIPTION

Exhibit 99.1		Group Members

Exhibit 99.2		Joint Filing Agreement dated August 17, 2007.

EX-99.1 2 dex991.htm GROUP MEMBERS Group Members

EXHIBIT 99.1

Group Members

The following persons and entity may be deemed members of a group with respect to the beneficial ownership of shares of common stock of Argonaut Group, Inc.:

Singleton Group LLC

Christina Singleton Mednick

William W. Singleton

Donald E. Rugg

EX-99.2 3 dex992.htm JOINT FILING AGREEMENT Joint Filing Agreement

EXHIBIT 99.2

Joint Filing Agreement

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing on behalf of each of them of this statement on Schedule 13G, and all future amendments thereto, with respect to the shares of common stock of Argonaut Group, Inc., a Delaware corporation, and further agrees that this Joint Filing Agreement be included as an exhibit to such filing provided that, as contemplated by Section 13d-1(k)(l)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.


Dated: August 17, 2007	Singleton Group LLC, a Delaware limited liability company

	By:	/s/ DONALD E. RUGG
		Donald E. Rugg, Manager

		/s/ CHRISTINA SINGLETON MEDNICK
		Christina Singleton Mednick

		/s/ WILLIAM W. SINGLETON
		William W. Singleton

		/s/ DONALD E. RUGG
		Donald E. Rugg

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