SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
 
                               ----------------
 
                                   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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