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 *

TRANSAMERICA LIFE INSURANCE CO 		2. Issuer Name and Ticker or Trading Symbol

PRIMUS GUARANTY LTD [ PRS ] 		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 AEGON USA INVESTMENT MANAGEMENT LLC, 4333 EDGEWOOD ROAD N.E. 		3. Date of Earliest Transaction (MM/DD/YYYY)

3/1/2011
(Street)

CEDAR RAPIDS, IA 52499-5335
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

3/1/2011 
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
Deferred Shares   3/1/2011   (1)   A    3387   A $3.69   64952   (2) (3) D    

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

Explanation of Responses:
( 1)  The purpose of this amendment is to revise the formatting and signature block of the original Form 4. This transaction is neither new nor revised but is being reported again to gain access to the system.
( 2)  Includes 3,387 deferred shares issued to Thomas Hartlage, as a non-employee director of Primus Guaranty, Ltd. , on March 1, 2011, at the closing price as of June 30, 2010. In accordance with the reporting person's corporate policies or procedures, Mr. Hartlage ceded beneficial ownership of these 3,387 deferred shares awarded to him as director compensation to the reporting person. Such shares are fully vested in the hands of the reporting person.
( 3)  The total number of deferred shares beneficially owned by the reporting person includes 58,589 deferred shares granted to Mr. Hartlage and of which Mr. Hartlage ceded beneficial ownership to the reporting person prior to the date of the awards reported herein. Such shares are fully vested in the hands of the reporting person. The total excludes 5,582,585 shares directly beneficially owned by the reporting person.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
TRANSAMERICA LIFE INSURANCE CO
C/O AEGON USA INVESTMENT MANAGEMENT LLC
4333 EDGEWOOD ROAD N.E.
CEDAR RAPIDS, IA 52499-5335
X


Signatures
Monty Jackson, Assistant Secretary of Transamerica Life Insurance Company 3/2/2011
** 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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