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                                                                    EXHIBIT 10.1



RETROCEDENT:                         PXRE Reinsurance Ltd., Hamilton, Bermuda

RETROCESSIONAIRE:                    Select Reinsurance Ltd., Hamilton, Bermuda

PERIOD:                              January 1st 2004 (the "Effective Date") to
                                     December 31st, 2004, both days inclusive.

TYPE:                                Specific Retrocessional Quota Share

CLASS:                               To indemnify the Retrocedent for 53% of all
                                     losses under the Amlin Syndicate #2001,
                                     2004 Excess of Loss Reinsurance Transaction
                                     ("Business Covered") entered into between
                                     Amlin Syndicate 2001 and PXRE Reinsurance
                                     Ltd.

TERRITORIAL SCOPE:                   Worldwide

AGGREGATE LIMIT:                     53% of the Aggregate Limit assumed by the
                                     Retrocedent under the Business Covered.

RETROCESSIONAL PREMIUM:              53% of the premium due to the Retrocedent,
                                     which is expected to approximate $2.63
                                     million.  The Retrocedent shall pay four
                                     quarterly deposit premiums to the
                                     Retrocessionaire as follows:

                                     $660,000 payable at February 15th, 2004
                                     $660,000 payable at April 1st, 2004
                                     $660,000 payable at July 1st, 2004
                                     $660,000 payable at October 1st, 2004

                                     Such deposit premiums shall be remitted net
                                     of the Ceding Commission.

CEDING COMMISSION:                   22% of Retrocessional Premium.

WORDING:                             To be mutually agreed by the Retrocedent
                                     and Retrocessionaire.

COLLATERAL:                          The Retrocessionaire shall provide to the
                                     Retrocedent collateral in the form of
                                     either a) cash, b) investment grade bonds
                                     which have a minimum rating of not less
                                     than AA by S&P or Aa by Moody's, or c)
                                     hedge funds meeting the applicable 2002
                                     Patriot Trust investment guidelines, the
                                     combined total of which shall have an
                                     Adjusted Collateral Value of USD $10.9
                                     million. The determination of the Adjusted
                                     Collateral Value shall be the actual market
                                     value of the cash, investment grade bonds
                                     or hedge funds multiplied by the following
                                     factors:
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                                       1) For cash, 100%;
                                       2) For investment grade bonds, 100%;
                                       3) For hedge funds, 80%

                                     Such collateral (the "Pre-Loss Collateral")
                                     shall be deposited by the Retrocessionaire
                                     in the 2002 Patriot Trust upon execution of
                                     this Contract or completion of the
                                     revisions to the Patriot Trust and the
                                     change of Trustee, whichever is later but
                                     in no event later than May 1, 2004.
                                     Retrocedent acknowledges that is has
                                     reviewed the revisions to the Patriot Trust
                                     contemplated by Retrocessionaire, that they
                                     are acceptable in principle and that
                                     Retrocedent does not contemplate offering
                                     any other revisions. Both parties
                                     acknowledge that additional changes may be
                                     required by the new Trustee. Should the
                                     Adjusted Collateral Value fall below $10.9
                                     million as of any calendar month end, the
                                     Retrocessionaire shall be required to
                                     deposit additional collateral with an
                                     Adjusted Collateral Value equivalent to the
                                     amount of the deficiency into The 2002
                                     Patriot Trust within 5 business days of the
                                     date the Retrocessionaire becomes aware of
                                     such deficiency, but in no case later than
                                     20 days after the end of the calendar month
                                     in which the deficiency exists.

                                     The Patriot Trust Agreement shall contain
                                     other provisions governing the collateral
                                     hereunder, including the right of
                                     Retrocessionaire to substitute collateral.


PXRE Reinsurance Ltd
Hamilton, Bermuda

  /s/ Robert P. Myron                         February 24, 2004
---------------------------                   -----------------
Signature                                           Date

  Chief Financial Officer
---------------------------
Title

Select Reinsurance Ltd.
Hamilton, Bermuda


  /s/ Brant L. Kizer                         February 24, 2004
---------------------------                  ------------------
Signature                                            Date

  Vice President
---------------------------
Title