OMB APPROVAL OMB Number: 3235-0101 Expires: August 31,2003 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Estimated average burden Washington, D.C. 20549 hours per response...2.0 FORM 144 SEC USE ONLY DOCUMENT SEQUENCE NO. NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933 CUSIP NUMBER WORK LOCATION ATTENTION: Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker 1 (a) NAME OF ISSUER (Please type or print) (b) IRS (c) S.E.C. IDENT. NO. FILE NO. Arch Capital Group Ltd. 061424716 000-26456 1(d)ADDRESS OF ISSUER STREET CITY STATE ZIP CODE (e)TELEPHONE Wessex House, 45 Reid Street, Hamilton HM 12, Bermuda AREA CODE NUMBERS 203 862-4300 2 (a) NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD Marsh & McLennan Employees' Securities Company, L.P. (b) (c) (d) IRS RELATIONSHIP ADDRESS STREET CITY STATE ZIP CODE IDENT TO ISSUER NO.98- C/O MMC Capital, Inc. 0208919 None 20 Horseneck Lane Greenwich CT 06830 INSTRUCTION: The person filing this notice should contact the issuer to obtain the I.R.S. identification Number and the S.E.C. File Number. 3 (a) Title of (b) Name and SEC (c) Number (d) Aggregate (e) Number of (f) Approximate (g) Name of the Class Address of USE of Market Value Shares or Date of Sale Each of Each ONLY Shares (See instr. Other Units (See instr. Secutities Securities Broker or Other 3(d)) Outstanding 3(f)) Exchange To Be Through Units To (See instr. (MO. DAY (See instr. Sold whom the Be Sold 3(e)) YR.) 3(g)) Securities (See Are To Be instr. Offered or 3(c)) Each Market Maker who Is Broker- Acquiring Dealer the File Securities Number Merrill Lynch, Pierce, Fenner Trade Date: Common Shares, & Smith, Inc. December 9, 2002 par value $.01 250 Vesey Street, Closing Date: per share New York, NY 14,661 $475,016.40 27,586,184 December 12, 2002 NASDAQ NM 10080 INSTRUCTIONS: 1. (a) Name of issuer (b) Issuer's I.R.S. Identification Number (c) Issuer's S.E.C. file number, if any (d) Issuer's address, including zip code (e) Issuers's telephone number, including area code 2. (a) Name of person for whose account the securities are to be sold (b) Such person's I.R.S. identification number, if such person is an entity (c) Such person's relationship to the issuer (e.g., officer, director, 10% stockholder, or member of immediate family of any of the foregoing) (d) Such person's address, including zip code 3. (a) Title of the class of securities to be sold (b) Name and Address of each broker through whom the securities are intended to be sold (c) Number of shares or other units to be sold (if debt securities, give the aggregate face amount) (d) Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice (e) Number of shares or other units of the class outstanding, or if debt securities the face amount thereof outstanding, as shown by the most recent report or statement published by the issuer (f) Approximate date on which the securities are to be sold (g) Name of each securities exchange, if any, on which the securities are intended to be sold TABLE I -- SECURITIES TO BE SOLD Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefore: Name of Person from Nature of Whom Acquired Date you Acquisition (if gift, also give Amount of Securities Date of Nature of Title of the Class Acquired Transaction date donor acquired) Acquired Payment Payment 43,630 Series A Series A Convertible Convertible Preference Preference Shares Shares November 20, Purchased in a Issuer November 20, Cash 2001 private transaction Warrants to purchase 2001 4,616 Common Shares INSTRUCTIONS: 1. If the securities were purchased and full payment therefore was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid. 2. If within two years after the acquisition of the securities the person for whose account they are to be sold had any short positions, put or other option to dispose of securities referred to in paragraph (d)(3) of Rule 144, furnish full information with respect thereto. TABLE II -- SECURITIES SOLD DURING THE PAST 3 MONTHS Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold. Title of Securities Amount of Securities Name and Address of Seller Sold Date of Sale Sold Gross Proceeds N/A* N/A N/A N/A N/A REMARKS: *Marsh & McLennan Employees' Securities Company, L.P. disclaims beneficial ownership of any shares of Arch Capital Group Ltd. owned by Marsh & McLennan Risk Capital Holdings, Ltd. and expressly disclaims that Marsh & McLennan Employees' Securities Company, L.P. and Marsh & McLennan Risk Capital Holdings, Ltd. are members of a "group" as such term is defined by Section 13D. Marsh & McLennan Risk Capital Holdings, Ltd. sold 335,500 shares during the last three months. These sales involved securities eligible for resale under Rule 144(k). INSTRUCTIONS: ATTENTION: See the definition of "person" in paragraph (a) The person for whose account the securities of Rule 144. Information is to be given not only to which this notice relates are to be sold as to the person for whose account the hereby represents by signing this notice that securities are to be sold but also as to all he does not know any material adverse other persons included in that definition. In information in regard to the current and addition, information shall be given as to sales prospective operations of the Issuer of the by all persons whose sales are required by securities to be sold which has not been paragraph (e) of Rule 144 to be aggregated with publicly disclosed. sales for the account of the person filing this notice. Marsh & McLennan Employees' Securities Company, L.P. By: Marsh & McLennan, GP I, Inc. 12-12-2002 By: Richard A. Goldman __________________________________ Title: Vice President DATE OF NOTICE /s/ Richard A. Goldman __________________________________ (SIGNATURE) The notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed. Any copies not manually signed shall bear typed or printed signatures ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)