FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

BACON LOUIS M 		2. Issuer Name and Ticker or Trading Symbol

MAX CAPITAL GROUP LTD. [ MXGL ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

C/O MOORE CAPITAL MANAGEMENT, LLC, 1251 AVENUE OF THE AMERICAS 		3. Date of Earliest Transaction (MM/DD/YYYY)

3/16/2010
(Street)

NEW YORK, NY 10020
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   3/16/2010     J    171902   D   (2) 7041653   I   See Footnotes   (1) (2) (7)
Common Shares   3/16/2010     X    920543   A $15   (3) 7962196   I   See Footnotes   (1) (7)
Common Shares   3/16/2010     S    580223   D $23.80   (3) 7381973   I   See Footnotes   (1) (7)
Common Shares                  1666667   I   See Footnotes   (4) (7)
Common Shares                  666667   I   See Footnotes   (5) (7)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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
Common Share Warrants (right to buy)   $15.00   3/16/2010     X         920543      (6) 3/31/2010   Common Shares   920543   $0   0   I   See Footnotes   (7) (8)

Explanation of Responses:
( 1)  374,986 shares of these securities are held by Kendall Family Investments, LLC, a Delaware limited liability company ("Kendall"), and the remaining securities are held by Moore Holdings, LLC, a Delaware limited liability company ("Moore Holdings"). The Reporting Person is the majority equity holder of Kendall which is the managing member of Moore Holdings.
( 2)  On March 16, 2010, Moore Holdings distributed 546,888 of the Issuer's common shares pro rata to its members for no consideration, including 374,986 common shares to Kendall.
( 3)  Reflects the exercise of warrants using a cashless exercise feature resulting in a net issuance of 340,320 common shares of the Issuer.
( 4)  These securities are held by Moore Global Investment, Ltd., an international business company organized under the laws of the Bahamas ("MGI"). The Reporting Person serves as chief executive officer and director and indirectly controls the limited partnership which serves as discretionary investment manager to MGI.
( 5)  These securities are held by Remington Investment Strategies, L.P., a Delaware limited partnership ("Remington"). The Reporting Person indirectly controls the limited liability company that serves as general partner of Remington.
( 6)  The warrants were exercisable into common shares of the Issuer at any time at the option of the holder.
( 7)  The filing of this statement shall not be deemed an admission that the Reporting Person is the beneficial owners of any securities not held directly for his account for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.
( 8)  These securities are held by Moore Holdings.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
BACON LOUIS M
C/O MOORE CAPITAL MANAGEMENT, LLC
1251 AVENUE OF THE AMERICAS
NEW YORK, NY 10020
X


Signatures
/s/ James E. Kaye, Attorney-in-Fact 3/18/2010
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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