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 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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(Print or Type Responses)

1. Name and Address of Reporting Person * FAIRFAX FINANCIAL HOLDINGS LTD/ CAN   2. Issuer Name and Ticker or Trading Symbol ODYSSEY RE HOLDINGS CORP [ORH] 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) 95 WELLINGTON STREET WEST, SUITE 800 3. Date of Earliest Transaction (Month/Day/Year) 10/27/2009 (Street) TORONTO, ONTARIO, A6 M5J 2N7 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) ___ Form filed by One Reporting Person _X_ 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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 10/27/2009   P(1)   14,204,250 A $ 65 56,603,650 I See footnote (2) Common Stock 10/28/2009   P(3)   1,097,640 A $ 65 56,604,650 I See footnote (4)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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 (Month/Day/Year)

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
FAIRFAX FINANCIAL HOLDINGS LTD/ CAN 95 WELLINGTON STREET WEST SUITE 800 TORONTO, ONTARIO, A6 M5J 2N7		X
WATSA V PREM ET AL 95 WELLINGTON STREET WEST SUITE 800 TORONTO, ONTARIO, A6 M5J 2N7		X
1109519 ONTARIO LTD 95 WELLINGTON STREET WEST SUITE 800 TORONTO, ONTARIO, A6 M5J 2N7		X
SIXTY TWO INVESTMENT CO LTD 1600 CATHEDRAL PLACE 925 WEST GEORGIA ST. VANCOUVER, A1 V6C 3L3		X
810679 ONTARIO LTD 95 WELLINGTON STREET WEST SUITE 800 TORONTO, ONTARIO, A6 M5J 2N7		X
FFHL GROUP LTD 95 WELLINGTON STREET WEST SUITE 800 TORONTO, ONTARIO, A6 M5J 2N7		X
FAIRFAX INC 300 FIRST STAMFORD PLACE STAMFORD, CT 06902		X

Signatures

/s/ Paul Rivett, Vice President and Chief Legal Officer		10/29/2009
**Signature of Reporting Person		Date
/s/ V. Prem Watsa		10/29/2009
**Signature of Reporting Person		Date
/s/ V. Prem Watsa, President		10/29/2009
**Signature of Reporting Person		Date
/s/ V. Prem Watsa, President		10/29/2009
**Signature of Reporting Person		Date
/s/ V. Prem Watsa, President		10/29/2009
**Signature of Reporting Person		Date
/s/ V. Prem Watsa, President		10/29/2009
**Signature of Reporting Person		Date
/s/ Eric P. Salsberg, Vice President		10/29/2009
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	In accordance with the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of September 18, 2009, by and among Fairfax Financial Holdings Limited, a corporation incorporated under the laws of Canada ("Fairfax"), Fairfax Investments USA Corp., a Delaware corporation and a wholly-owned subsidiary of Fairfax ("FIU") and Odyssey Re Holdings Corp., a Delaware corporation ("OdysseyRe"), Fairfax accepted for payment and paid for 14,204,250 shares of common stock of OdysseyRe ("Shares") validly tendered in response to the tender offer contemplated in the Merger Agreement.
(2)	The Shares are held indirectly by Fairfax through wholly-owned subsidiaries of Fairfax, including, following the tender offer, 14,204,250 Shares held directly by Fairfax Inc.
(3)	In accordance with the terms of the Merger Agreement, FIU, merged with and into OdysseyRe, with OdysseyRe surviving the merger (the "Merger"). All 1000 shares of common stock of FIU owned by Fairfax were converted into 1000 Shares. All of the Shares outstanding at the effective time of the Merger, other than Shares held by OdysseyRe and its wholly-owned subsidiaries and Fairfax and its subsidiaries (other than OdysseyRe and its subsidiaries), were cancelled and converted into the right to receive $65.00 per share in cash.
(4)	The Shares are held indirectly by Fairfax through wholly-owned subsidiaries of Fairfax.

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