American Safety Insurance Holdings says its shareholders haveapproved its purchase by Fairfax Financial Holdings for about $306million.

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About 84.5 percent of shareholders voted. Of them, 99.4 percentvoted in favor of the merger. Bermuda's American Safety will mergewith Fairfax Bermuda Holdings.

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The transaction, which still needs regulatory approval, isexpected to close in the fourth quarter.

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Last week Tower Group International said it was in line to receive $5 million to terminate apreviously-announced agreement to buy American Safety Reinsurancefrom Fairfax Financial Holdings.

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Instead, American Safety Reinsurance will be sold to CatalinaHoldings. Terms of the deal were not disclosed.

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