CERTIFICATE OF TRUST

Published on April 23, 2001




CONFORMED COPY


CERTIFICATE OF TRUST
OF
RENAISSANCERE CAPITAL TRUST II


This Certificate of Trust of RenaissanceRe Capital Trust II (the
"Trust"), dated as January 5, 2001, is being duly executed and filed by the
undersigned, as trustees, to form a business trust under the Delaware Business
Trust Act (12 Del. C. ss. 3801, et seq.).

1. Name. The name of the business trust formed hereby is RenaissanceRe
Capital Trust II.

2. Delaware Trustee. The name and business address of the trustee of
the Trust with a principal place of business in the State of Delaware is Bankers
Trust (Delaware), 1011 Centre Road, Suite 200, Wilmington, Delaware 19805-1266.

3. Effective Date. This Certificate of Trust shall be effective upon
filing with the Secretary of the State of the State of Delaware.







IN WITNESS WHEREOF, the undersigned, being the trustees of the Trust,
have executed this Certificate of Trust as of the date first-above written.

BANKERS TRUST COMPANY, as Property
Trustee

By: /s/ Wanda Camacho
---------------------------------------
Name: Wanda Camacho
Title: Vice President


BANKERS TRUST (DELAWARE), as Delaware
Trustee

By: /s/ John V. Lavin
---------------------------------------
Name: John V. Lavin
Title: Assistant Vice President


Administrative Trustee

/s/ Martin J. Merritt
-------------------------------------------
Martin J. Merritt, not in his individual
capacity but solely as trustee of the Trust


Administrative Trustee

/s/ Simon A. Jack
-------------------------------------------
Simon Jack, not in his individual capacity
but solely as trustee of the Trust