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 June 25, 2004 Date of Report (Date of earliest event reported) PXRE GROUP LTD. (Exact name of registrant as specified in its charter) Bermuda 1-15259 98-0214719 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation or organization) File No.) Identification No.) PXRE House P.O. Box HM 1282 110 Pitts Bay Road Hamilton HM FX Pembroke HM 08 Bermuda Bermuda (Address, including zip code, of principal executive offices) (Mailing address) (441) 296-5858 (Registrant's telephone number, including area code) ITEM 5. OTHER EVENTS On June 25, 2004, PXRE Reinsurance Ltd. entered into a $100 million Letter of Credit Facility Agreement and Security Agreement with Barclays Bank PLC. The Letter of Credit Facility Agreement is a 1-year secured facility that allows PXRE Reinsurance Ltd. to issue up to $100 million in letters of credit. The Letter of Credit Facility Agreement and Security Agreement are attached as Exhibit 10.1 and 10.2. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits Exhibit No. Description 10.1 Letter of Credit Facility Agreement, dated June 25, 2004, between PXRE Reinsurance Ltd., as Borrower, and Barclays Bank PLC, as Issuer. 10.2 Security Agreement, dated June 25, 2004, between Barclays Bank PLC, as Secured Party, and PXRE Reinsurance Ltd., as Borrower. 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, thereunto duly authorized. PXRE GROUP LTD. --------------- (Registrant) By: /s/ John Modin ----------------------------------------- Name: John Modin Title: Executive Vice President and Chief Financial Officer Date: June 25, 2004