8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): April 1, 2007

Max Re Capital Ltd.
__________________________________________
(Exact name of registrant as specified in its charter)

Bermuda	000-33047	Not Applicable
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
Max Re House, 2 Front Street, Hamilton, Bermuda		HM 11
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: (441) 296-8800

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As previously announced, Keith S. Hynes, the Registrant’s former Chief Financial Officer, retired from the Registrant effective March 31, 2007.

Effective April 1, 2007, Joseph W. Roberts was appointed Chief Financial Officer of the Registrant.

Mr. Roberts, 36, joined the Registrant and its subsidiary, Max Re Ltd., in May 2002 as Vice President and Controller and currently serves as Executive Vice President and Chief Financial Officer of the Registrant. Prior to his appointment as Chief Financial Officer, Mr. Roberts most recently served as Executive Vice President and Controller. Prior to joining the Registrant, he was a vice president for Overseas Partners Re Ltd. From 1994 to 2001, Mr. Roberts worked with KPMG, most recently as a senior manager, where he specialized in providing assurance-based services to the financial services sector. From 1987 to 1994, Mr. Roberts worked in public accounting in London, primarily with Moore Stephens. He is a member of the Institute of Chartered Accountants in England and Wales.

Item 8.01 Other Events.

On April 3, 2007, the Registrant issued a news release announcing that its subsidiary, Max USA Holdings Ltd. ("Max USA"), has completed the acquisition of a U.S.-based excess and surplus lines company, which will operate under the name Max Specialty Insurance Company ("Max Specialty"). The Registrant borrowed $50 million and Max USA borrowed $100 million under their revolving credit facility, at an initial rate of 8.25%, in connection with the acquisition and capitalization of Max Specialty. The Registrant’s news release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits

99.1 News release of Max Re Capital Ltd. dated April 3, 2007.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Max Re Capital Ltd.
April 4, 2007	By:	/s/ Joseph W. Roberts
		Name: Joseph W. Roberts
		Title: Executive Vice President and Chief Financial Officer

Exhibit Index

Exhibit No.	Description
99.1	News release of Max Re Capital Ltd. dated April 3, 2007.

EX-99.1

Exhibit 99.1

Max Re Capital Ltd. Completes Acquisition of Excess and Surplus Lines Company

HAMILTON, BERMUDA, Apr. 3, 2007 – Max Re Capital Ltd. (NASDAQ: MXRE; BSX: MXRE BH) (the “Company”) today announced that its subsidiary, Max USA Holdings Ltd., has completed the acquisition of a U.S.-based excess and surplus lines company, which as previously indicated will operate under the name Max Specialty Insurance Company.

As announced on December 13, 2006, the new Max subsidiary complements the Company’s existing insurance and reinsurance operations based in Bermuda and Dublin, Ireland. Max Specialty, based in Richmond, Virginia, is headed by Stephen J. Vaccaro, Jr. as President and Chief Executive Officer.

Max Specialty will operate across two divisions, Brokerage and Contract Binding. Brokerage, headed by Jonathan Hahn, and Contract Binding, headed by Bryan Sanders, will each offer property, inland marine, casualty, excess liability, and umbrella insurance products.

Max Re Capital Ltd., through its principal operating subsidiaries, provides specialty insurance and reinsurance products to corporations, public entities, property and casualty insurers and life and health insurers.

This release may include statements about future expectations, plans and prospects of the Company that constitute forward-looking statements for purposes of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those suggested by such statements, including the risk that the SEC’s view of the conclusions reached by the Audit and Risk Management Committee of the Company’s Board of Directors in connection with the internal review of three finite risk retrocessional contracts written in 2001 and 2003, which caused the Company to restate its audited financial statements for the years ended December 31, 2005, 2004, 2003, 2002 and 2001 and unaudited financial statements for the periods ended March 31, 2006 and June 30, 2006, may differ, perhaps materially, and result in material changes to information contained in the Company’s past SEC filings, including financial statements and financial information. For further information regarding cautionary statements and factors affecting future results, please refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2006 and other documents filed by the Company with the SEC. The Company undertakes no obligation to publicly update or revise any forward-looking statement whether as a result of new information, future developments or otherwise.

Contacts

N. James Tees	Roy Winnick
Executive Vice President	Kekst and Company
jimt@maxre.bm	roy-winnick@kekst.com
1-441-296-8800	1-212-521-4842