Sec Form 4 Filing - THL ADVISORS ALTERNATIVE V LP @ AXIS CAPITAL HOLDINGS L - 2003-07-01

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 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(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person THL ADVISORS ALTERNATIVE V LP 2. Issuer Name and Ticker or Trading Symbol AXIS CAPITAL HOLDINGS L [ AXS] 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) , 3. Date of Earliest Transaction (MM/DD/YY) 07/01/2003 (Street) , 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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 Stock 07/01/2003 S 1,015,606( 1 ) D $ 20.68 14,683,266 I By Partnership( 2 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other THL ADVISORS ALTERNATIVE V LP , X Signatures THL Advisors (Alternative) V, L.P., by Thomas H. Lee (Alternative) V Limited, LDC, its General Partner, by Scott M. Sperling, a Member 07/02/2003 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On July 1, 2003, Thomas H. Lee (Alternative) Fund V, L.P. ("Fund V"), Thomas H. Lee (Alternative) Parallel Fund V, L.P. ("Parallel Fund") and Thomas H. Lee (Alternative) Cayman Fund V, L.P. ("Cayman Fund" and together with Fund V and Parallel Fund, the "Funds") sold, in the aggregate, 1,015,606 shares of the Issuer's common stock. ( 2 )Represents 11,532,213 shares of the Issuer held directly by Fund V, 2,992,145 shares of the Issuer held directly by Parallel Fund, and 158,908 shares of the Issuer held directly by Cayman Fund. As the general partner of the Funds, the Reporting Person may be deemed to beneficially own the shares of the Issuer held directly by each of the Funds. The Reporting Person disclaims beneficial ownership of such shares, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for the purposes of Section 16 or for any other purpose, except to the extent of its pecuniary interest therein.

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).

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