8-A12B: Form for the registration / listing of a class of securities on a national securities exchange pursuant to Section 12(b)

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

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FORM 8-A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIESPURSUANT TO SECTION 12(B) OR
(G) OF THESECURITIES EXCHANGE ACT OF 1934.

RENAISSANCERE HOLDINGS LTD.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


BERMUDA 98-013-8020
______________________________ __________________________

(IRS EMPLOYER IDENTIFICATION NO.)
(STATE OF INCORPORATION OF
ORGANIZATION)

HM 12

__________________________
SOFIA HOUSE (ZIP CODE)
48 CHURCH STREET
HAMILTON, BERMUDA
_____________________________
(ADDRESS OF PRINCIPAL EXECUTIVE
OFFICES)

(441) 295-4513
________________________________________
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

Securities to be registered pursuant to Section 12(b) of the Act:

TITLE OF EACH CLASS TO BE SO
REGISTERED NAME OF EACH EXCHANGE ON WHICH EACH
CLASS IS TO BE REGISTERED


COMMON SHARES, PAR VALUE $1.00 PER
SHARE NEW YORK STOCK EXCHANGE

If this Form relates to the registration of a class of debt securities and
is effective upon filing pursuant to General Instruction A.(c)(1), please
check the following box. [_]

If this Form relates to the registration of a class of debt securities and
is to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1993 pursuant to General
Instruction A.(c)(2), please check the following box. [_]

Securities to be registered pursuant to Section 12(g) of the Act:

None
__________
(Title of class)

Item 1. Description of Registrant's Securities to be Registered
The Registrant's Prospectus relating to the secondary offering of 3,000,000
common shares, par value $1.00 per share (the "Common Shares"), of the
Registrant, dated February 28, 1996, contained within the Registrant's
Registration Statement on Form S-1 (File No. 333-00802), as amended from time
to time, is incorporated herein by reference. Reference is made specifically
to the sections in the Prospectus captioned "Description of Capital Stock" and
"Dividend Policy."

Item 2. Exhibits

(a) Specimen certificate for Registrant's Common Shares.*
(b)Memorandum of Association of the Registrant.*
(c)Amended and Restated Bye-Laws of the Registrant.*
(d)Annual Report on Form 10-K for the Fiscal Year Ended December 31,
1995.**
(e)Quarterly Report on Form 10-Q for the Period Ended March 31, 1996.**
(f) Definitive Proxy Statement in connection with the Registrant's
Annual General Meeting of Shareholders held on May 6, 1996.**
(g)Annual Report to Shareholders for the fiscal year ended December 31,
1995.**

- - --------
* Incorporated by reference to the Registrant's Registration Statement on
Form S-1 (File No. 33-70008), which Registration Statement was declared
effective by the Securities and Exchange Commission (the "Commission") on
July 26, 1995.
** Previously filed with the Commission. Pursuant to Instruction II to Item 2
of Form 8-A, copies of such document are being filed with the New York
Stock Exchange simultaneously herewith.


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SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, as amended, the Registrant has duly caused this registration statement to
be signed on its behalf by the undersigned, thereto duly authorized.

RENAISSANCERE HOLDINGS LTD.

By: /s/ Keith S. Hyne_________s
Name:Keith S. Hynes
Title: Senior Vice President
and Chief Financial Officer

Dated: July 10, 1996

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