UPLOAD: SEC-generated letter

Via U.S. Mail and Facsimile


Mail Stop 3-9

March 4, 2005


John M. Lummis
Executive Vice President and
Chief Financial Officer
RenaissanceRe Holdings Ltd.
Renaissance House
8-12 East Broadway
Pembroke HM 19, Bermuda

Re: RenaissanceRe Holdings Ltd.
SEC File No. 001-14428
Form 8-K filed February 22, 2005

Dear Mr. Lummis:

We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document in
response
to these comments. If you disagree, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary. Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
supplemental information so we may better understand your
disclosure.
After reviewing this information, we may or may not raise
additional
comments.

Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects. We welcome
any questions you may have about our comments or on any other
aspect
of our review. Feel free to call us at the telephone numbers
listed
at the end of this letter.




Form 8-K Filed February 22, 2005

1. Please disclose the date of the conclusion regarding the non-
reliance of the financial statements.

2. Please include a statement of whether the audit committee
discussed with the company`s independent accountant the subject
matter giving rise to the conclusion.


Please amend your filing and respond to these comments
within
five business days or tell us when you will provide us with a
response prior to the expiration of the five-day period. Please
understand that we may have additional comments after reviewing
your
amendment and responses to our comments.

We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require.
Since the company and its management are in possession of all
facts
relating to a company`s disclosure, they are responsible for the
accuracy and adequacy of the disclosures they have made.

In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;
* staff comments or changes to disclosure in response to staff
comments in the filings reviewed by the staff do not foreclose the
Commission from taking any action with respect to the filing; and
* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.


You may contact me, at (202) 942-1788 if you have questions
regarding these comments or any other questions.

Sincerely,



Joseph J. Roesler
Staff Accountant
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