GENERAL RE CORP
11-K, 1997-06-27
FIRE, MARINE & CASUALTY INSURANCE
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                                    FORM 11-K
                             GENERAL RE CORPORATION
                                Financial Centre
                                 P.O. Box 10350
                        Stamford, Connecticut 06904-2350



                                                                 June 19, 1997


Securities and Exchange Commission
Washington, D.C.  20549


Re:      General Re Corporation
         Report on Form 11-K


Gentlemen:

Pursuant to the  requirements  of the  Securities  Exchange Act of 1934,  we are
submitting herewith the attached Form 11-K.

                                            Very truly yours,


                                            Elizabeth A. Monrad
                                            Senior Vice President and Treasurer
                                            (Principal Accounting Officer)





<PAGE>








                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC. 20549


                                    FORM 11-K


                            ANNUAL REPORT PURSUANT TO
                         SECTION 15(d) OF THE SECURITIES
                       EXCHANGE ACT OF 1934 (FEE REQUIRED)

                   For the Fiscal Year ended December 31, 1996

                    EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN

                                       OF

                             GENERAL RE CORPORATION
                          AND ITS DOMESTIC SUBSIDIARIES

                              (full title of plan)



                             General Re Corporation
                                Financial Centre
                              695 East Main Street
                        Stamford, Connecticut 06904-2350


           (Name of issuer and address of principal executive office)





<PAGE>


                    FINANCIAL STATEMENTS AND EXHIBITS

(a)      Financial Statements - See accompanying Report of Examination of
         Independent Accountants.

(b)      Exhibit 1 - Consent of Independent Accountants.



<PAGE>





                                   SIGNATURES




The Plan:  Pursuant to the requirements of the Securities  Exchange Act of 1934,
the plan  administrator  has duly caused this annual  report to be signed by the
undersigned hereunto duly authorized.

  PLAN:   EMPLOYEES   SAVINGS  AND  STOCK   OWNERSHIP   PLAN  OF  GENERAL  RE
          CORPORATION AND ITS DOMESTIC SUBSIDIARIES



          PLAN
          ADMINISTRATOR:                   GENERAL RE CORPORATION





By:
              Elizabeth A. Monrad



Date:




<PAGE>





                       CONSENT OF INDEPENDENT ACCOUNTANTS




We consent to the  incorporation by reference in the  registration  statement of
General Re Corporation and subsidiaries on Form S-8 (File number 2-75489) of our
report  dated  June 19,  1997 on our  audits  of the  financial  statements  and
financial  statement  schedules of the Employee Savings and Stock Ownership Plan
of General Re Corporation and Its Domestic  Subsidiaries as of December 31, 1996
and 1995, and for the year ended December 31, 1996,  which report is included in
this Annual Report on Form 11-K.






New York, New York
June 19, 1997



<PAGE>













                    EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN

                            OF GENERAL RE CORPORATION

                          AND ITS DOMESTIC SUBSIDIARIES


                              Financial Statements

                 For the Years Ended December 31, 1996 and 1995

                           and Supplemental Schedules






                  EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
              GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                   INDEX of FINANCIAL STATEMENTS and SCHEDULES


                                                                    Page(s)


Report of Independent Accountants                                     2-3

Financial Statements:

     Statements of Net Assets Available for Plan
     Benefits, with fund information at
     December 31, 1996 and 1995                                         4

     Statement of Changes in Net Assets Available
     for Plan Benefits, with fund information
     for the year ended December 31, 1996                               5

     Notes to Financial Statements                                   6-17

Supplemental Schedules:

     Item 27a - Schedule of Assets Held for Investment Purposes
     at December 31, 1996                                              18

     Item 27d - Schedule of Reportable Transactions
     for the year ended December 31, 1996                              19





Schedules  other than those listed above have been omitted since they are either
 not required or are not applicable.

















                                        1



                        REPORT OF INDEPENDENT ACCOUNTANTS


To the Trustees of the Employee  Savings and Stock  Ownership Plan of General Re
Corporation and Its Domestic Subsidiaries:

     We have audited the  accompanying  statements  of net assets  available for
plan  benefits of the Employee  Savings and Stock  Ownership  Plan of General Re
Corporation and Its Domestic  Subsidiaries  (the "Plan") as of December 31, 1996
and 1995 and the related  statement of changes in net assets  available for plan
benefits for the year  December 31, 1996.  These  financial  statements  are the
responsibility  of the Plan's  management.  Our  responsibility is to express an
opinion on these financial statements based on our audits.

     We conducted  our audits in accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

     In our opinion,  the financial statements referred to above present fairly,
in all material respects, the net assets available for plan benefits of the Plan
as of December  31, 1996 and 1995 and the  changes in net assets  available  for
plan benefits for the year ended December 31, 1996, in conformity with generally
accepted accounting principles.

     Our  audits  were  performed  for the  purpose of forming an opinion on the
basic  financial  statements  taken as a whole.  The  supplemental  schedules of
assets held for  investment  purposes at December  31, 1996,  and of  reportable
transactions for the year ended December 31, 1996, are presented for the purpose
of  additional  analysis  and are not a  required  part of the  basic  financial
statements  but are  supplementary  information  required by the  Department  of
Labor's Rules and  Regulations  for Reporting and Disclosure  under the Employee
Retirement Income Security Act of 1974. The Fund Information in the statement of
net assets  available  for plan  benefits  and the  statement  of changes in net
assets  available  for plan  benefits is presented  for  purposes of  additional
analysis  rather than to present the net assets  available for plan benefits and
changes in net assets available for plan benefits of each fund. The supplemental
schedules and Fund  Information  have been subjected to the auditing  procedures
applied in the audits of the basic financial statements and, in our opinion, are
fairly  stated in all  material  respects  in  relation  to the basic  financial
statements taken as a whole.
















                                        2

                  REPORT OF INDEPENDENT ACCOUNTANTS (continued)


     The schedule of assets held for investment  purposes that  accompanies  the
Plan's  financial  statements  does  not  disclose  the  historical  cost of the
investments.  Disclosure of this  information  is required by the  Department of
Labor's Rules and  Regulations  for Reporting and Disclosure  under the Employee
Retirement Income Security Act of 1974.

     The  schedule  of  reportable  transactions  that  accompanies  the  Plan's
financial  statements  does not disclose the historical  cost of the investments
comprising  the   transactions,   nor  the  net  gain  or  loss  resulting  from
dispositions of investments.  Disclosure of this  information is required by the
Department of Labor's Rules and Regulations  for Reporting and Disclosure  under
the Employee Retirement Income Security Act of 1974.



New York, New York
June 19, 1997





























                                                         3
<TABLE>


                                     EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN
                              of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES
                    STATEMENTS OF NET ASSETS AVAILABLE for PLAN BENEFITS, with fund information
                                            December 31, 1996 and 1995
 
<CAPTION>

                                         ---------------------------------------------------------------------------------
                                           General Re    General Re                                  Templeton
                                          Corporation    Corporation  Founders    PIMCO      PIMCO   Developing  Janus
                                           Preferred       Common     Balanced    Global     High     Markets  Worldwide
                                                                                             Yield
                                             Stock       Stock Fund     Fund       Fund      Fund      Fund       Fund

                                         ---------------------------------------------------------------------------------
<S>                                       <C>             <C>           <C>        <C>      <C>       <C>       <C>       

December 31, 1996
ASSETS:
Allocated Investments, at fair value                                                                         
(Note 4)                                    $63,075,357    26,654,213  $590,052    $55,185  $347,913  $568,709 $2,785,185
Unallocated Investments, at fair value                                                                          
(Note 4)                                    209,974,134             -         -          -         -         -          -
Participant loans receivable                                                                                    
                                                      -             -         -          -         -         -          -

                                         ---------------------------------------------------------------------------------
Total assets                                                                                                    
                                            273,049,491    26,654,213   590,052     55,185   347,913   568,709  2,785,185
                                         ---------------------------------------------------------------------------------

LIABILITIES:
Loan payable to General Re Corporation                                                                          
                                            144,286,347             -         -          -         -         -          -
                                         ---------------------------------------------------------------------------------

Net assets available for plan benefits
December 31, 1996                          128,763,144    26,654,213  $590,052    $55,185  $347,913  $568,709 $2,785,185   
                                         
                                         

Number of shares or units                                                                                       
                                             1,711,907     2,434,175    55,613      5,301    31,064    36,929     82,671
Net asset value per share or unit               $75.22        $10.95    $10.61     $10.41    $11.20    $15.40     $33.69  
                                                 


December 31, 1995
ASSETS:
Allocated Investments, at fair value                                                                          
(Note 4)                                    $54,127,031   $28,608,030       -         -         -          -         -           
                                                                                    
Unallocated Investments, at fair value    
(Note 4)                                    216,546,742
Participant loans receivable

                                         ---------------------------------------------------------------------------------
                                                                                                    
Total assets                                270,673,773    28,608,030         -          -         -         -          -
                                         ---------------------------------------------------------------------------------

LIABILITIES:
Loan payable to General Re Corporation    
                                            145,723,817
                                         ---------------------------------------------------------------------------------

Net assets available for plan benefits
December 31, 1995                          $124,949,956   $28,608,030        -          -         -         -          -  
                                            
                                                                              
                                         =================================================================================

Number of shares or units                    1,724,037     2,696,327         -          -         -         -          - 
                                             
Net asset value per share or unit               $72.48        $10.61         -          -         -         -          -   
                                                                       

                                            See Notes to Financial Statements



                                     EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN
                              of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES
                    STATEMENTS OF NET ASSETS AVAILABLE for PLAN BENEFITS, with fund information
                                            December 31, 1996 and 1995
 

                                         -------------------------------------------------------------------------------------
                                                         Fidelity    Fidelity    Fidelity
                                           Fidelity       Equity      Growth    Investment   Fidelity    Fidelity   Fidelity
                                           Magellan       Income      Company     Grade    Intermediate  Overseas  Real
                                                                                                                     Estate
                                             Fund          Fund        Fund     Bond Fund   Bond Fund      Fund       Fund
                                         -------------------------------------------------------------------------------------
December 31, 1996
ASSETS:
Allocated Investments, at fair value                
(Note 4)                                   $30,860,025  $24,782,210 $11,421,815 $1,144,566   $9,852,933 $7,848,523   $354,756
Unallocated Investments, at fair value                                                                              
(Note 4)                                             -            -           -          -            -          -          -
Participant loans receivable                         -            -           -          -            -          -          - 
                                                     

                                         -------------------------------------------------------------------------------------
Total assets                                                                                                        
                                            30,860,025   24,782,210  11,421,815  1,144,566    9,852,933  7,848,523    354,756
                                         -------------------------------------------------------------------------------------

LIABILITIES:
Loan payable to General Re Corporation                                                                              
                                                     -            -           -          -            -          -          -
                                         -------------------------------------------------------------------------------------

Net assets available for plan benefits     
December 31, 1996                          $30,860,025  $24,782,210 $11,421,815 $1,144,566   $9,852,933 $7,848,523   $354,756  
                                            
                                         =====================================================================================

Number of shares or units                     382,641      578,618     282,299    160,754      977,474    254,492     19,676  
                                              
Net asset value per share or unit              $80.65       $42.83      $40.46      $7.12       $10.08     $30.84     $18.03   
                                                 


December 31, 1995
ASSETS:
Allocated Investments, at fair value                                                            
(Note 4)                                   $31,541,775  $18,832,833  $6,426,613 $1,181,283  $10,234,307 $6,844,718 $       -
                                                                                                                          
Unallocated Investments, at fair value
(Note 4)
Participant loans receivable

                                         -------------------------------------------------------------------------------------
Total assets                                                                                                        
                                            31,541,775   18,832,833   6,426,613  1,181,283   10,234,307  6,844,718          -
                                         -------------------------------------------------------------------------------------

LIABILITIES:
Loan payable to General Re Corporation
                                         -------------------------------------------------------------------------------------
 
Net assets available for plan benefits
December 31, 1995                          $31,541,775  $18,832,833  $6,426,613 $1,181,283  $10,234,307 $6,844,718     $    -
                                           
                                                                                                                        
                                         =====================================================================================

Number of shares or units                     366,850      496,516     177,090    160,065      983,124    235,456          -  
                                               
Net asset value per share or unit              $85.98       $37.93      $36.29      $7.38       $10.41     $29.07      $    -    
                                                 
                                                                                                                            


                                            See Notes to Financial Statements


                                     EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN
                              of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES
                    STATEMENTS OF NET ASSETS AVAILABLE for PLAN BENEFITS, with fund information
                                            December 31, 1996 and 1995



                                         ---------------------------------------------------------------------------------
                                                      Fidelity   Fidelity   Fidelity   Fidelity   Fidelity     Fidelity
                                          Fidelity     Asset       Asset    Emerging    Asset     Small Cap   Retirement
                                          Balanced    Manager     Manager    Markets   Manager      Stock    Money Market
                                            Fund        Fund    Growth Fund   Fund      Income      Fund        Trust
                                                                                         Fund
                                         ---------------------------------------------------------------------------------
December 31, 1996
ASSETS:
Allocated Investments, at fair value                            
(Note 4)                                  $1,888,213 $1,401,557  $1,782,166  $107,617   $174,841  $2,862,463  $12,501,203      
Unallocated Investments, at fair value                                                                        
(Note 4)                                           -          -           -         -          -           -            -
Participant loans receivable                       -          -           -         -          -           -            -    
                                                  

                                         ---------------------------------------------------------------------------------
Total assets                                                                                                  
                                           1,888,213  1,401,557   1,782,166   107,617    174,841   2,862,463   12,501,203
                                         ---------------------------------------------------------------------------------

LIABILITIES:
Loan payable to General Re Corporation             -          -           -         -          -           -            -    
                                                   
                                         ---------------------------------------------------------------------------------

Net assets available for plan benefits
December 31, 1996                         $1,888,213 $1,401,557   1,782,166  $107,617    174,841  $2,862,463   12,501,203        
                                          
                                         =================================================================================

Number of shares or units                   134,106     85,098     109,001     6,475     15,060     211,096   12,501,203   
                                            
Net asset value per share or unit            $14.08     $16.47      $16.35    $16.62     $11.61      $13.56        $1.00
                                                          
                                                                                                                     


December 31, 1995
ASSETS:
Allocated Investments, at fair value                            
(Note 4)                                  $2,505,836 $1,297,013  $1,587,728 $   -       $451,164  $1,549,090  $11,840,707
                                                                                    
Unallocated Investments, at fair value
(Note 4)
Participant loans receivable

                                         ---------------------------------------------------------------------------------
Total assets                                                                                                  
                                           2,505,836  1,297,013   1,587,728         -    451,164   1,549,090   11,840,707
                                         ---------------------------------------------------------------------------------

LIABILITIES:
Loan payable to General Re Corporation
                                         ---------------------------------------------------------------------------------

Net assets available for plan benefits
December 31, 1995                         $2,505,836 $1,297,013  $1,587,728 $     -     $451,164  $1,549,090  $11,840,707
                                                                                    
                                         =================================================================================

Number of shares or units                   185,343     81,830     104,662         -     38,893     125,027   11,840,707    
                                             
Net asset value per share or unit            $13.52     $15.85      $15.17      $  -     $11.60      $12.39        $1.00
                                                          
                                                                                                                    


                                            See Notes to Financial Statements


                                     EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN
                              of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES
                    STATEMENTS OF NET ASSETS AVAILABLE for PLAN BENEFITS, with fund information
                                            December 31, 1996 and 1995



- --------------------------------------------------------------------------------------------------------------
                                           Fidelity       Fidelity      Fidelity
                                          Retirement       Managed     U.S. Equity
                                          Government       Income         Index
                                         Money Market     Portfolio     Portfolio     Other         Total
- --------------------------------------------------------------------------------------------------------------
December 31, 1996
ASSETS:
Allocated Investments, at fair value                                             
(Note 4)                                    $1,138,786  $7,930,358     $5,277,244    $  -        $215,405,890
                                                                                              
Unallocated Investments, at fair value                                                           
(Note 4)                                         -            -              -          -        $209,974,134
Participant loans receivable                     -            -              -       6,521,305     $6,521,305    
                                                     

- --------------------------------------------------------------------------------------------------------------
Total assets                                 1,138,786   7,930,358      5,277,244    6,521,305    431,901,329  
                                            
- --------------------------------------------------------------------------------------------------------------

LIABILITIES:
Loan payable to General Re Corporation             -               -           -            -    $144,286,347    
                                                    
- --------------------------------------------------------------------------------------------------------------

Net assets
available
for plan
benefits
December 31, 1996                           $1,138,786     $7,930,358     $5,277,244 $6,521,305  $287,614,982                      
                                            
==============================================================================================================

Number of shares or units                    1,138,786      7,930,358        195,816      -             -                           
                                                           
Net asset value per share or unit                $1.00          $1.00          26.95      -             -
                          
                                                  

December 31, 1995
ASSETS:
Allocated Investments, at fair value                                               
(Note 4)                                      $964,590     $7,664,924     $1,974,693             $187,632,335
Unallocated Investments, at fair value                                                           
(Note 4)                                                                                          216,546,742
Participant loans receivable                                                                     
                                                                                      5,924,390     5,924,390

- --------------------------------------------------------------------------------------------------------------
Total assets                                   964,590      7,664,924    1,974,693    5,924,390   410,103,467                       
                                                                  
- --------------------------------------------------------------------------------------------------------------

LIABILITIES:
Loan payable to General Re Corporation                                                            145,723,817
                                                                                                  
- --------------------------------------------------------------------------------------------------------------

Net assets available for plan benefits
December 31, 1995                             $964,590      $7,664,924  $1,974,693   $5,924,390  $264,379,650
                                                                                
==============================================================================================================

Number of shares or units                      964,590       7,664,924    87,492            -             -                      
                                                                    
Net asset value per share or unit                $1.00           $1.00     22.57            -             -   
                                                                        

                                      See Notes to Financial Statements



<PAGE>




                                     EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN
                              of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                STATEMENT of CHANGES in NET  ASSETS  AVAILABLE  for
                                       PLAN BENEFITS,  with fund  informatio for
                                       the year ended December 31, 1996


                                                 General Re   General Re                                 Templeton
                                                Corporation  Corporation  Founders    PIMCO      PIMCO   Developing  Janus
                                                 Preferred      Common    Balanced    Global     High     Markets  Worldwide
                                                                                                 Yield
                                                   Stock      Stock Fund    Fund       Fund      Fund      Fund       Fund
                                                ------------------------------------------------------------------------------

Additions to net assets attributed to:
   Investment income:
     Net appreciation in fair value of
investments                                        4,241,394      850,170  (10,457)    (1,050)     5,459    11,587   (81,629)
      
     Interest                                              -      107,131       513        102       413       182      3,201
     
     Dividends                                    10,613,824          865    31,342      2,611    11,238    16,005    166,756
                                                ------------------------------------------------------------------------------

                                                  14,855,218      958,166    21,398      1,663    17,110    27,774     88,328
                                                ------------------------------------------------------------------------------

   Contributions:
     Participants'
                                                           -    1,574,204    10,594      1,320     1,422    11,985    104,750
     Employer's                                    
                                                   4,303,096            -         -          -         -         -          -

   Loan repayments
                                                           -      352,992       971        269     1,264       724     23,240

                                                ------------------------------------------------------------------------------
   Total additions
                                                  19,158,314    2,885,362    32,963      3,252    19,796    40,483    216,318
                                                ------------------------------------------------------------------------------


Deductions from net assets attributed to:
   Benefits paid to participants
                                                   1,836,280    1,051,375         -          -         -         -      1,041
   Loans written
                                                           -      600,715         -          -       297        56     10,941
   Administrative fee
                                                           -            -         -          -         -         -          -
   Interest expense
                                                  13,479,453            -         -          -         -         -          -

                                                ------------------------------------------------------------------------------
   Total deductions
                                                  15,315,733    1,652,090         -          -       297        56     11,982
                                                ------------------------------------------------------------------------------

Net increase/(decrease) prior to interfund
transfers                                          3,842,581    1,233,272    32,963      3,252    19,499    40,427    204,336
Interfund transfers
                                                    (29,393)  (3,187,089)   557,089     51,933   328,414   528,282  2,580,849

                                                ------------------------------------------------------------------------------
   Net increase / (decrease)
                                                   3,813,188  (1,953,817)   590,052     55,185   347,913   568,709  2,785,185

Net assets available for benefits:
Beginning of year
                                                 124,949,956   28,608,030         -          -         -         -          -

                                                ------------------------------------------------------------------------------
End of year                                                                          
                                                $128,763,144  $26,654,213  $590,052    $55,185  $347,913  $568,709 $2,785,185
                                                ==============================================================================












                                                         4


<PAGE>


                                     EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN
                              of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                 STATEMENT of CHANGES in NET  ASSETS  AVAILABLE  for
                                       PLAN BENEFITS,  with fund  informatio for
                                       the year ended December 31, 1996
                                                    (Continued)


                                                             Fidelity   Fidelity  Fidelity
                                                 Fidelity     Equity     Growth   Investment Fidelity     Fidelity   Fidelity
                                                 Magellan     Income    Company     Grade   Intermediate  Overseas   Real
                                                                                                                      Estate
                                                   Fund        Fund       Fund    Bond Fund  Bond Fund      Fund       Fund
- -------------------------------------------------------------------------------------------------------------------------------

Additions to net assets attributed to:
   Investment income:
     Net appreciation in fair value of
investments                                     (1,697,930)  2,625,513    910,476  (43,608)   (312,859)      452,482    44,194
     
     Interest                                      111,364      63,864     41,817     7,724      26,388       34,927        67
     
     Dividends                                   5,084,192   1,547,359    488,656    77,991     666,680      481,346     3,662
- -------------------------------------------------------------------------------------------------------------------------------

                                                  3,497,626  4,236,736  1,440,949    42,107     380,209      968,755    47,923
- -------------------------------------------------------------------------------------------------------------------------------

   Contributions:
     Participants'
                                                  2,182,562  1,335,681  1,080,942   162,093     610,634      651,858     2,990
     Employer's
                                                          -          -          -         -           -            -         -

   Loan repayments
                                                    354,812    209,764    144,172    19,145      97,689       92,504       405

- -------------------------------------------------------------------------------------------------------------------------------
   Total additions
                                                  6,035,000  5,782,181  2,666,063   223,345   1,088,532    1,713,117    51,318
- -------------------------------------------------------------------------------------------------------------------------------


Deductions from net assets attributed to:
   Benefits paid to participants
                                                  1,057,309    832,463    329,079   143,798     285,593      233,365        65
   Loans written
                                                    477,943    256,901    243,737    15,281     115,703      166,758         -
   Administrative fee
                                                      3,056      1,896        466       137       1,745          106        76
   Interest expense
                                                          -          -          -         -           -            -         -

- -------------------------------------------------------------------------------------------------------------------------------
   Total deductions
                                                  1,538,308  1,091,260    573,282   159,216     403,041      400,229       141
- -------------------------------------------------------------------------------------------------------------------------------

Net increase/(decrease) prior to interfund
transfers                                         4,496,692  4,690,921  2,092,781    64,129     685,491    1,312,888    51,177
Interfund transfers
                                                (5,178,442)  1,258,456  2,902,421 (100,846) (1,066,865)    (309,083)   303,579

- -------------------------------------------------------------------------------------------------------------------------------
   Net increase / (decrease)
                                                  (681,750)  5,949,377  4,995,202  (36,717)   (381,374)    1,003,805   354,756

Net assets available for benefits:
Beginning of year
                                                 31,541,775 18,832,833  6,426,613 1,181,283  10,234,307    6,844,718         -

- -------------------------------------------------------------------------------------------------------------------------------
End of year                                     $30,860,025$24,782,210$11,421,81 $1,144,566  9,852,933    $7,848,523  $354,756
                                                                                        
===============================================================================================================================

===============================================================================================================================











                                                         5


<PAGE>


                                     EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN
                              of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                  STATEMENT of CHANGES in NET  ASSETS  AVAILABLE  for
                                       PLAN BENEFITS,  with fund  informatio for
                                       the year ended December 31, 1996
                                                    (Continued)


                                                            Fidelity   Fidelity  Fidelity   Fidelity    Fidelity     Fidelity
                                                 Fidelity    Asset      Asset    Emerging     Asset     Small Cap   Retirement
                                                 Balanced   Manager    Manager    Markets    Manager      Stock    Money Market
                                                   Fund       Fund    Growth       Fund    Income Fund    Fund        Trust
                                                                         Fund
- --------------------------------------------------------------------------------------------------------------------------------

Additions to net assets attributed to:
   Investment income:
     Net appreciation in fair value of
investments                                         68,368     48,535     95,064   (1,853)         686     220,089            -
     Interest
                                                     6,083      6,684      7,465         -       2,266      13,465       27,127
     Dividends
                                                    99,906    111,601    149,068     1,554      14,047     102,833      613,460
- --------------------------------------------------------------------------------------------------------------------------------

                                                   174,357    166,820    251,597     (299)      16,999     336,387      640,587
- --------------------------------------------------------------------------------------------------------------------------------

   Contributions:
     Participants'
                                                   215,003    167,572    219,268     4,190      56,492     389,976      836,943
     Employer's
                                                         -          -          -         -           -           -            -

   Loan repayments
                                                    21,840     20,746     18,645         -       4,930      30,052      111,034

- --------------------------------------------------------------------------------------------------------------------------------
   Total additions
                                                   411,200    355,138    489,510     3,891      78,421     756,415    1,588,564
- --------------------------------------------------------------------------------------------------------------------------------


Deductions from net assets attributed to:
   Benefits paid to participants
                                                   174,433     49,084      9,693         -     345,890      85,916      608,769
   Loans written
                                                    28,074     19,611     25,867        37       8,450      35,508      168,619
   Administrative fee
                                                       515          -          -         1           -       1,507        4,341
   Interest expense
                                                         -          -          -         -           -           -            -

- --------------------------------------------------------------------------------------------------------------------------------
   Total deductions
                                                   203,022     68,695     35,560        38     354,340     122,931      781,729
- --------------------------------------------------------------------------------------------------------------------------------

Net increase/(decrease) prior to interfund
transfers                                          208,178    286,443    453,950     3,853   (275,919)     633,484      806,835
Interfund transfers
                                                 (825,801)  (181,899)  (259,512)   103,764       (404)     679,889    (146,339)

- --------------------------------------------------------------------------------------------------------------------------------
   Net increase / (decrease)
                                                 (617,623)    104,544    194,438   107,617   (276,323)   1,313,373      660,496

Net assets available for benefits:
Beginning of year
                                                 2,505,836  1,297,013  1,587,728         -     451,164   1,549,090   11,840,707

- --------------------------------------------------------------------------------------------------------------------------------
                                           
End of year                                     $1,888,213 $1,401,557  1,782,166  $107,617     174,841  $2,862,463   12,501,203
================================================================================================================================

















                                                        5a


<PAGE>


                                     EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN
                              of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                  STATEMENT of CHANGES in NET  ASSETS  AVAILABLE  for
                                       PLAN BENEFITS,  with fund  informatio for
                                       the year ended December 31, 1996
                                                    (Continued)


                                                   Fidelity       Fidelity      Fidelity
                                                  Retirement      Managed      U.S. Equity
                                                  Government       Income         Index
                                                 Money Market    Portfolio      Portfolio       Other        Total
- ----------------------------------------------------------------------------------------------------------------------

Additions to net assets attributed to:
   Investment income:
     Net appreciation in fair value of                        -            -         635,208            -   8,059,839
investments                                                                              
     Interest                                             2,632       27,943          11,544            -     502,902
                                                                                      
     Dividends                                           49,104      437,810         109,009            -  20,880,919
                                                                                  
- ----------------------------------------------------------------------------------------------------------------------
                                                                                     
                                                         51,736      465,753        755,761             -  29,443,660
- ----------------------------------------------------------------------------------------------------------------------

   Contributions:
     Participants'                                                                   
                                                         78,702      489,727         800,573            -  10,989,481
     Employer's
                                                              -            -               -            -   4,303,096

   Loan repayments                                        8,758      109,042          39,303  (1,662,301)           -
                                                                            

- ----------------------------------------------------------------------------------------------------------------------
   Total additions                                      139,196    1,064,522       1,595,637  (1,662,301)  44,736,237
                                                                         
- ----------------------------------------------------------------------------------------------------------------------


Deductions from net assets attributed to:
   Benefits paid to participants                          24,876      592,578        214,264      129,543   8,005,414
                                                                              
   Loans written                                          31,268      125,627         57,406  (2,388,799)           -
                                                                          
   Administrative fee
                                                            428        1,749              15            -      16,038
   Interest expense
                                                              -            -               -            -  13,479,453

- ----------------------------------------------------------------------------------------------------------------------
   Total deductions                                     56,572      719,954          271,685  (2,259,256)  21,500,905
                                                                           
- ----------------------------------------------------------------------------------------------------------------------

Net increase/(decrease) prior to interfund                                         
transfers                                                82,624      344,568       1,323,952      596,955  23,235,332
Interfund transfers                                      91,572     (79,134)       1,978,599         (40)           -
                                                                                  

- ----------------------------------------------------------------------------------------------------------------------
   Net increase / (decrease)                           174,196      265,434        3,302,551      596,915  23,235,332
                                                                              

Net assets available for benefits:
Beginning of year                                       964,590    7,664,924       1,974,693    5,924,390 264,379,650
                                                                           

- ----------------------------------------------------------------------------------------------------------------------
End of year                                       $   1,138,786   $7,930,358      $5,277,244   $6,521,305 $287,614,982
                                                                                                          
======================================================================================================================











</TABLE>







                                                        5b


<PAGE>


                               EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
                           GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES
                                         NOTES to FINANCIAL STATEMENTS



1.   Description of Plan

     The following  description of the Employee Savings and Stock Ownership Plan
     of  General Re  Corporation  and Its  domestic  subsidiaries  (the  "Plan")
     provides only general  information.  Participants  should refer to the Plan
     agreement for a more complete description of the Plan's provisions.

     General - The Plan is a defined  contribution  plan  covering  employees of
     General Re Corporation  and Its Domestic  Subsidiaries  (the "Company") who
     complete  a  twelve-month  period  of not less than one  thousand  hours of
     service.  The Plan  allows  employees  of the  Company  to make  after  tax
     contributions  as  well  as  tax  deferred  contributions  to the  Plan  as
     permitted  under Internal  Revenue Code Section  401(k).  In addition,  the
     Company  contributes an amount (the "Company  match") related to the amount
     of  employee  investment.  The Plan is  subject  to the  provisions  of the
     Employee Retirement Income Security Act of 1974 ("ERISA").

     ESOP - In July 1989,  the Company  established a leveraged  Employee  Stock
     Ownership Plan ("ESOP") which is designed to comply with Section 4975(a)(7)
     and the  regulations  thereunder  of the Internal  Revenue Code of 1986, as
     amended (the "Code") and is subject to the applicable  provisions of ERISA,
     as amended.  The Plan entered into a $150,000,000  term loan agreement with
     the Plan sponsor,  General Re Corporation.  The agreement  provides for the
     loan to be repaid to the Company by 2014. The loan bears interest at 9.25%.
     Both the principal and interest payments on the loan are due annually.  The
     proceeds  of this  borrowing  were used by the ESOP to  purchase  1,754,386
     shares of 7-1/4% cumulative  convertible  preferred stock (Preferred Stock)
     of General Re Corporation.  All Preferred Stock  outstanding is held by the
     ESOP and is convertible into common stock on a one-for-one basis. Preferred
     Stock must be  converted  or redeemed  into  common  stock or cash upon the
     participant's withdrawal from the Plan.

     The Preferred  Stock is held by the ESOP trustee as collateral for the loan
     from the Company. The Company is obligated to make contributions in cash to
     the ESOP which,  together with the dividend on the Preferred  Stock,  equal
     the amount  necessary  to enable the plan to make its  regularly  scheduled
     payments of principal  and  interest due on its term loan.  As interest and
     principal  are repaid,  a portion of the  Preferred  Stock is  allocated to
     participating employees. At a minimum,  principal and interest payments are
     sufficient  to  provide  for  allocation  of  Preferred  Stock  to meet the
     requirements for the Company match under the Plan.
     The borrowing is collateralized by the unallocated shares of stock and is





                                                         6

<PAGE>


                               EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
                           GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                     NOTES to FINANCIAL STATEMENTS (continued)



     guaranteed  by the Company.  The lender has no rights  against  shares once
     they are allocated under the ESOP. Accordingly, the financial statements of
     the Plan for the years  1996 and 1995  present  separately  the  assets and
     liability and changes therein pertaining to:

           (a) the accounts of employees  with vested rights in allocated  stock
           (Allocated)   and  (b)  stock   not  yet   allocated   to   employees
           (Unallocated).

     During  1996,  the Plan  received  a  dividend  on the  Preferred  Stock of
     $10,613,824  and a  Company  contribution  of  $4,303,096.  The  Plan  paid
     $13,479,453  in interest  expense.  In 1996 and 1995,  shares  allocated to
     employees  were 50,697 and 48,990,  respectively,  net of retired shares of
     12,129 and 10,680, respectively.  There were 1,316,452 and 1,379,278 shares
     of unallocated Preferred Stock at December 31, 1996 and 1995, respectively.
     The fair value of the loan payable is estimated using  discounted cash flow
     analyses,  based on the Corporation's  current incremental  borrowing rates
     for similar  types of  arrangements  and was  $174,951,524  at December 31,
     1996.

     Contributions - Participants  may contribute up to 16% of their base salary
     and allocate their  investment  among any of the Plan's funds.  The Company
     match  is 100% of an  employee's  contribution  up to 6% of the  employee's
     basic  salary.  The Internal  Revenue Code  limitation  on employee  salary
     deferral (401(k)) contributions during 1996 was $9,500.

     Participant  Accounts - Each  participant's  account is  credited  with the
     participant's  contribution  and an allocation of the Company  match,  Plan
     earnings and  forfeitures of terminated  participants'  earnings or account
     balances,  as defined.  Forfeitures,  which are included in transfers  from
     other funds were $93,384 during 1996. The benefit to which a participant is
     entitled is the benefit that can be provided from the participant's  vested
     account.  Participant  accounts are valued on the last business day of each
     calendar quarter.

     Vesting  -  All  employee  contributions  become  vested  immediately.   By
     government  restriction,  an employee  is not  allowed to withdraw  Company
     match amounts that have not been in his/her account for at least two years.
     While actively  employed,  an employee becomes 50%, 75%, and 100% vested in
     the value of the  Company  match after 2, 3 and 4 years,  respectively,  of
     Company service.

     Transfers - With the  exception of the Fidelity  Managed  Income  Portfolio
     which may be changed on a monthly  basis,  participants  are  permitted  to
     change the  investment  of their  interests  in any of the funds on a daily
     basis subject to certain limits.











                                                         7

<PAGE>


                               EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
                           GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                     NOTES to FINANCIAL STATEMENTS (continued)



     Loans - The Plan allows  participants  to borrow from the "before  tax" and
     "rollover" portions of their respective accounts.  Loans may not exceed the
     lesser of one half of the participant's  vested account balance or $50,000.
     Nonresidence loans are written for periods of 6 to 54 months. The Plan also
     allows loans  granted for  purchases of principal  residences  to be repaid
     over a 30-year  period.  A fixed  interest  rate of the prime rate plus one
     percent calculated at the inception of the loan is charged over the life of
     the loan.  The interest  rates ranged from 9.25% to 9.75% for 1996 and were
     9.5% to 10% for  1995.  Interest  and  principal  repayments  are  credited
     directly  to the  borrower's  respective  account and are repaid in monthly
     installments by payroll deductions. Loan balances outstanding are reflected
     as assets of the Plan. Market  valuations are not readily  determinable for
     participant  loans due to the multitude of interest  rates and terms of the
     various loans.


2.   Investment Funds of the Plan

     The Plan has an agreement with Fidelity Management Trust Company to perform
     record keeping and investment  management  functions for the Plan.  Certain
     members  of the  Company's  Board of  Directors  are also  trustees  of the
     Fidelity Group of Mutual Funds.

     A  description  of the  investment  funds of the Plan, as set forth in each
     Fund's prospectus, at December 31, 1996 is as follows:

     o   General Re Corporation Common Stock Fund

         The General Re Corporation Common Stock Fund is a growth fund. The Fund
         seeks substantial  long-term growth of capital by investing exclusively
         in General Re Corporation  common stock.  Participants have full voting
         rights for the shares of General Re  Corporation  common stock in their
         accounts.

     o   Founders Balanced Fund

         The  Founders  Balanced  Fund is a growth  and  income  fund.  The Fund
         focuses on common stocks with the potential for capital  growth as well
         as  increased  dividends.  It  invests in a broad  variety of  dividend
         paying  common  stocks,  both  domestic  and abroad,  U.S.  and foreign
         government obligations and a variety of corporate bonds.




                                                         8

<PAGE>


                               EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
                           GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                     NOTES to FINANCIAL STATEMENTS (continued)


     o   PIMCO Global Fund

         The PIMCO  Global  Fund  invests  between  25% and 75% of its assets in
         foreign bonds with the remainder invested in U.S. Bonds. Investments in
         bonds of  emerging  markets  are also  allowed but are limited by a 10%
         maximum  allocation to below  investment grade  securities.  The Fund's
         objective is to provide high total return that exceeds the aggregate of
         major world bond markets.

     o   PIMCO High Yield Fund

         The PIMCO  High  Yield  Fund is an income  fund.  The Fund  invests  in
         primarily U.S. dollar denominated bonds of domestic and foreign issuers
         rated  below  investment  grade  but at  least  at B.  It  focuses  its
         investments on the relatively higher quality securities within the junk
         bond ratings.

     o   Templeton Developing Markets Fund

         The  Templeton  Developing  Markets  Fund is a  growth-fund.  The  Fund
         invests  primarily in common stocks of companies in developing  markets
         and focuses on those  developing  market countries in which it believes
         the economies are developing strongly.

     o   Janus Worldwide Fund

         The Janus  Worldwide Fund is a growth fund. The Fund invests  primarily
         in  common  stocks  of  foreign  and  domestic  companies.  It has  the
         flexibility  to  invest  on  a  worldwide   basis,   in  companies  and
         organizations of any size. The Fund normally invests in issuers from at
         least five different countries.
 .
     o   Fidelity Magellan Fund

         The Fidelity Magellan Fund is an aggressive growth fund. The Fund seeks
         long-term  capital  appreciation  by  investing  in the  stocks of both
         well-known  and  lesser-known   companies  with  above-average   growth
         potential and a correspondingly higher level of risk.





                                                         9

<PAGE>

                               EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
                           GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                     NOTES to FINANCIAL STATEMENTS (continued)



     o   Fidelity Equity-Income Fund

         The Fidelity  Equity-Income  Fund is a growth and income fund. The Fund
         seeks a yield that  exceeds the  composite  yield of the  Standard  and
         Poor's 500 Index, and considers the potential for capital  appreciation
         when selecting fund  investments.  The Fund invests primarily in common
         stocks  but can  also  invest  in  bonds  and  convertible  securities.
         Dividend  amounts will vary  depending on the yields of the  securities
         held in the portfolio.

     o   Fidelity Growth Company Fund

         The Fidelity  Growth Company Fund is a growth fund. It seeks  long-term
         capital  appreciation  by  investing  primarily  in common  stocks  and
         securities  convertible into common stocks.  It may invest in companies
         of any size with  above-average  growth  potential  or  companies  that
         appear undervalued relative to their potential return.

     o   Fidelity Investment Grade Bond Fund

         The Fidelity Investment Grade Bond Fund (previously,  the Flexible Bond
         Portfolio)  is an income fund.  It seeks a high rate of current  income
         consistent with  reasonable  risk. It invests in a broad range of fixed
         income securities. The Fund also seeks to protect investors' capital as
         well  as  take   advantage   of   opportunities   to  realize   capital
         appreciation, where appropriate.

     o   Fidelity Intermediate Bond Fund

         The Fidelity Intermediate Bond Fund is an income fund. The Fund seeks a
         high level of current income. The Fund invests in high and upper-medium
         grade corporate bonds rated A or better with  intermediate  maturities,
         mortgage securities,  bank obligations,  and U.S. Government and agency
         securities.  The Fund's average portfolio maturity ranges between three
         and ten years.

     o   Fidelity Overseas Fund

         The Fidelity Overseas Fund is an aggressive growth fund. The Fund seeks
         growth of capital  over the long term.  The Fund  invests  primarily in
         foreign securities,  including common stock and securities  convertible
         into common stock, as well as debt instruments.


                                                        10


<PAGE>


                               EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
                           GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                     NOTES to FINANCIAL STATEMENTS (continued)



     o   Fidelity Real Estate Fund

         The Fidelity  Real Estate Fund seeks to provide an above  average level
         of income,  capital  growth over time and a yield that  exceeds that of
         the S&P 500.  The Fund  invests  primarily  in stocks of  domestic  and
         foreign  companies  in  the  real  estate  industry.  As a  result  its
         investments are sensitive to conditions in real estate values, property
         taxes, overbuilding and interest rates.

     o   Fidelity Balanced Fund

         The Fidelity  Balanced  Fund is a growth and income fund.  It seeks the
         highest  amount  of  income  possible  while  preserving  principal  by
         investing  in  investment  grade  or  higher  bonds  and  high-yielding
         securities.

     o   Fidelity Asset Manager Fund

         The  Fidelity  Asset  Manager Fund seeks high total return with reduced
         risk over the  long-term.  Its  assets are  allocated  among and across
         domestic and foreign equities,  bonds and short-term  instruments.  The
         Fund's  assets are gradually  shifted to take  advantage of the outlook
         for market conditions.

     o   Fidelity Asset Manager:  Growth Fund

         The Fidelity Asset Manager:  Growth Fund seeks to maximize total return
         over the  long-term  by  allocating  its assets  among  stocks,  bonds,
         short-term  instruments and other  investments.  The Fund allocates its
         assets  among  three  principal  asset  classes:   stocks,  bonds,  and
         short-term  instruments.  It may invest in many types of  domestic  and
         foreign securities.

         The  flexible  approach  to  diversification  allows  the  Fund to take
         advantage  of a wide variety of  investment  options in pursuit of high
         total  return but with  reduced risk from  allocating  its  investments
         among the asset classes.

     o   Fidelity Emerging Markets Fund

         The Fidelity Emerging Markets Fund is an international growth fund. The
         Fund invests  primarily in stocks of small and medium sized  developing
         companies with the potential to grow rapidly in earnings or revenues.


                                                        11

<PAGE>


                               EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
                           GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                     NOTES to FINANCIAL STATEMENTS (continued)


     o   Fidelity Asset Manager:  Income Fund

         The Fidelity Asset  Manager:  Income Fund seeks a high level of current
         income  by  maintaining  a  diversified  portfolio  of  stocks,  bonds,
         short-term  instruments,  and other  investments.  The Fund  emphasizes
         investment  in bonds and  short-term  instruments  for income and price
         stability,  but allows some investment in stocks for their potential to
         grow and keep pace with inflation. The asset mix is designed to provide
         a  relatively  conservative  asset  allocation  across  various  market
         conditions.

     o   Fidelity Small Cap Stock Fund

         The Fidelity Small Cap Stock Fund seeks long-term capital appreciation.
         Using proprietary  computer models and fundamental  research,  the Fund
         invests  in all types of equity  securities  issued by  companies  with
         small market  capitalizations.  These  companies may include  start-ups
         with good potential, firms that have recently gone public, or companies
         that operate in small industries or regional markets. The Fund may also
         invest a portion of its assets in stock issued by companies with larger
         market capitalizations.

     o   Fidelity Retirement Money Market Trust

          The Fidelity Retirement Money Market Trust is a money market fund. The
          Trust seeks as high a level of current  income as is  consistent  with
          the preservation of capital and liquidity. It invests in high-quality,
          U.S.  dollar-denominated  money market instruments of U.S. and foreign
          issuers.  The  Trust's  objective  is to be a  conservative,  low-risk
          investment.
     o   Fidelity Retirement Government Money Market Trust

         The Fidelity Retirement Government Money Market Trust is a money market
         fund. It seeks as high a level of current income as is consistent  with
         the preservation of principal and liquidity.  It invests in obligations
         issued  or  guaranteed  as  to  principal  and  interest  by  the  U.S.
         Government,  its  agencies  or  instrumentalities,  and  in  repurchase
         agreements secured by these obligations. The Trust's objective is to be
         a conservative, relatively low-risk investment.

     o   Fidelity Managed Income Portfolio

         The Fidelity  Managed Income Portfolio  (previously,  the GIC Open-End
         Portfolio)  seeks  preservation of capital and a competitive level of
         income over time. The Portfolio

                                                        12

<PAGE>


                               EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
                           GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                     NOTES to FINANCIAL STATEMENTS (continued)



         purchases  high-quality,   short  and  long-term  investment  contracts
         (GICs), bank investment contracts, short-term money market instruments,
         and "synthetic"  GICs (debt  obligations  issued by one institution and
         insured by another as to payment of interest and return of principal at
         maturity).  While the Company has not expressed any intention to do so,
         termination  prior to  maturity  of the GICs  would  result in  certain
         penalties.  The participants are exposed to credit loss in the event of
         nonperformance  by the  companies  with whom the  guaranteed  insurance
         contracts  are  placed.   However,  the  plan  administrator  does  not
         anticipate nonperformance by these companies.

     o   Fidelity U.S. Equity Index Portfolio

         The Fidelity U.S.  Equity Index  Portfolio is a growth and income fund.
         It  seeks  investment  results  that  correspond  to the  total  return
         performance of the S&P 500 Index, which is comprised of common stocks.

     The number of employees  participating in each fund of the Plan at December
31, 1996 and 1995 are as follows:

                                                                  1996   1995
                                                                  ----   ----
     General Re Corporation Preferred Stock                      2,118  1,947
     General Re Corporation Common Stock Fund                    1,202  1,223
     Founders Balanced Fund                                         55      -
     PIMCO Global Fund                                              11      -
     PIMCO High Yield Fund                                          18      -
     Templeton Developing Markets Fund                              45      -
     Janus Worldwide Fund                                          203      -
     Fidelity Magellan Fund                                      1,322  1,378
     Fidelity Equity-Income Fund                                 1,034    978
     Fidelity Growth Company Fund                                  709    552
     Fidelity Investment Grade Bond Fund                           169    178
     Fidelity Intermediate Bond Fund                               634    686
     Fidelity Overseas Fund                                        686    677
     Fidelity Real Estate Fund                                      35      -
     Fidelity Balanced Fund                                        244    273
     Fidelity Asset Manager Fund                                   104     86
     Fidelity Asset Manager:  Growth Fund                          164    120
     Fidelity Emerging Markets Fund                                 18      -
     Fidelity Asset Manager:  Income Fund                           45     38
     Fidelity Small Cap Stock Fund                                 269    166
     Fidelity Retirement Money Market Portfolio                    976  1,028
     Fidelity Retirement Government Money Market Portfolio          93    102
     Fidelity Managed Income Portfolio                             518    573
     Fidelity US Equity Index Portfolio                            298    183

                                                        13

<PAGE>


                               EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
                           GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                     NOTES to FINANCIAL STATEMENTS (continued)



3.   Summary of Significant Accounting Policies

     The  preparation  of  financial  statements  requires  management  to  make
     estimates and  assumptions  that affect the reported  amounts of assets and
     liabilities and disclosure of contingent assets and liabilities at the date
     of the financial statements and the reported amount of change in net assets
     available for plan benefits  during the reporting  period.  Actual  results
     could differ from those  estimates.  The  following  summarizes  the Plan's
     significant accounting policies:

     Investments -  Investments  in mutual,  money market and common  collective
     trust shares are valued based on reported net asset values.  Investments in
     stocks  traded on a  national  securities  exchange  are valued at the last
     reported  sales price on the last  business day of the year.  The financial
     statements  include  securities  valued at $273,049,491 and $270,673,773 at
     December 31, 1996 and 1995,  respectively,  (63% and 66% of total assets of
     the Plan, respectively) whose values have been estimated by the trustees of
     the Plan in the absence of readily ascertainable market values.  Because of
     the inherent  uncertainty of valuation,  those estimated  values may differ
     significantly  from the values that would have been used had a ready market
     for the securities existed, and the differences could be material. It is at
     least  reasonably  possible that a change in the estimate will occur in the
     near term that may have a material effect on the financial statements.

     The Plan  presents  in the  statement  of  changes  in net  assets  the net
     appreciation  in the fair value of its  investments  which  consists of the
     realized  gains  or  losses  and  the  unrealized   appreciation  on  those
     investments.

     Purchases  and sales of  investments  are  recorded  as of the trade  date.
     Interest income is recorded as earned on the accrual basis. Dividend income
     is recorded on the ex-dividend date.

     Participant  loans are  carried  at  unpaid  principal.  The fair  value of
     participant  loans was not readily  determinable  due to the high number of
     loans and their varying terms.  Interest income on the loans is recorded as
     earned on an accrual basis.

     Contributions  -  Contributions  from the  employees  and the  employer are
     recorded in the period in which the payroll  deductions  are made from Plan
     participants.





                                                        14

<PAGE>


                               EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
                          GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                      NOTES to FINANCIAL STATEMENTS (continued)



     Employer  contributions to the General Re Corporation  Preferred Stock Fund
     are made in shares of Preferred Stock.

     Expenses - The  management and service fees of the Fidelity Group of Mutual
     Funds  are  charged  to  operations  of  the  respective   funds.   Certain
     administrative  expenses,  primarily consulting and auditing fees, are paid
     by the Company.


4.   Investments

     Investments  held by the Plan at December 31, 1996 and 1995 are  summarized
as follows:

<TABLE>
<CAPTION>
                                                                 1996                                 1995
                                                     ------------------------------      -----------------
<S>                                                    <C>             <C>                 <C>               <C>  

                                                                         Fair                                 Fair
                                                       Cost              Value               Cost             Value
     Founders Balanced Fund                             $600,812          $590,052                  -                -
     PIMCO Global Fund                                    56,236            55,185                  -                -
     PIMCO High Yield Fund                               342,459           347,913                  -                -
     Templeton Developing Markets Fund                   558,132           568,709                  -                -
     Janus Worldwide Fund                              2,872,035         2,785,185                  -                -
     Fidelity Magellan Fund                           26,473,166        30,860,025        $24,722,712      $31,541,775
     Fidelity Equity Income Fund                      18,533,585        24,782,210         14,721,083       18,832,833
     Fidelity Growth Company Fund                      9,597,662        11,421,815          5,315,909        6,426,613
     Fidelity Investment Grade Bond Fund               1,168,813         1,144,566          1,169,484        1,181,283
     Fidelity Intermediate Bond Fund                   9,976,802         9,852,933         10,055,857       10,234,307
     Fidelity Overseas Fund                            7,042,937         7,848,523          6,278,317        6,844,718
     Fidelity Real Estate Fund                           310,617           354,756                  -                -
     Fidelity Balanced Fund                            1,756,797         1,888,213          2,384,905        2,505,836
     Fidelity Asset Manager Fund                       1,316,876         1,401,557          1,231,348        1,297,013
     Fidelity Asset Manager:  Growth Fund              1,648,805         1,782,166          1,457,797        1,587,728
     Fidelity Emerging Markets Fund                      109,648           107,617                  -                -
     Fidelity Asset Manager:  Income Fund                172,096           174,841            425,400          451,164
     Fidelity Small Cap Fund                           2,633,134         2,862,463          1,480,521        1,549,090
     Fidelity Retirement Money
      Market Portfolio                                12,501,203        12,501,203         11,840,707       11,840,707
     Fidelity Retirement Government
      Money Market Portfolio                           1,138,786         1,138,786            964,590          964,590
     Fidelity Managed Income Portfolio                 7,930,358         7,930,358          7,664,924        7,664,924
     Fidelity U.S. Equity Index Portfolio              4,318,280         5,277,244          1,580,475        1,974,693
     General Re Corporation Preferred Stock          146,368,049       273,049,491        147,405,164      270,673,773
     General Re Corporation Common Stock              17,469,695        26,654,213         18,391,686       28,608,030
                                                      ----------        ----------      -------------    -------------
       Total                                        $274,896,983      $425,380,024       $257,090,879     $404,179,077
                                                    ============      ============       ============     ============


</TABLE>

                                                        15

<PAGE>

                               EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
                            GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                                      NOTES to FINANCIAL STATEMENTS (continued)



     The  cost  basis of  nonresidence  participant  loans  was  $3,038,329  and
     $2,836,829 at December 31, 1996 and 1995, respectively,  and the cost basis
     of  participant  loans  for  the  purchase  of a  principal  residence  was
     $3,482,976 and $3,087,561 at December 31, 1996 and 1995, respectively.

     During 1996, the Plan's investments (including investment, bought sold, and
     held during the year) appreciated in value by $8,059,839 as follows:

                                       Net Change in Fair Value
                                                 Year Ended
     Investments at Fair Value                December 31, 1996
     -------------------------                -----------------
     Founders Balanced Fund                       ($10,457)
     PIMCO Global Fund                              (1,050)
     PIMCO High Yield Fund                           5,459
     Templeton Developing Markets Fund              11,587
     Janus Worldwide Fund                          (81,629)
     Fidelity Magellan Fund                     (1,697,930)
     Fidelity Equity Income Fund                 2,625,513
     Fidelity Growth Company Fund                  910,476
     Fidelity Investment Grade Bond Fund           (43,608)
     Fidelity Intermediate Bond Fund              (312,859)
     Fidelity Overseas Fund                        452,482
     Fidelity Real Estate Fund                      44,197
     Fidelity Balanced Fund                         68,368
     Fidelity Asset Manager Fund                    48,535
     Fidelity Asset Manager:  Growth Fund           95,064
     Fidelity Emerging Markets Fund                  1,853
     Fidelity Asset Manager:  Income Fund              686
     Fidelity Small Cap Fund                       220,089
     Fidelity Retirement Money
      Market Portfolio                                   0
     Fidelity Retirement Government
      Money Market Portfolio                             0
     Fidelity Managed Income Portfolio                   0
     Fidelity U.S. Equity Index Portfolio          635,208
     General Re Corporation Common Stock           850,170

     Investments at Estimated Fair Value
     General Re Corporation Preferred Stock      4,241,394

       Total                                    $8,059,839




                                                        16

<PAGE>


                  EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
              GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                    NOTES to FINANCIAL STATEMENTS (continued)


     Realized gains from  securities  transactions  were $4,315,566 for 1996. At
     December 31, 1996, the Fidelity Magellan Fund, Fidelity Equity Income Fund,
     General Re Corporation  Preferred  Stock and General Re Corporation  Common
     Stock,  each exceeded 5% of the net assets available for plan benefits.  At
     December 31, 1995, the Fidelity Magellan Fund, Fidelity Equity Income Fund,
     General Re Corporation  Preferred  Stock and General Re Corporation  Common
     Stock each exceeded 5% of the net assets available for plan benefits.


5.   Plan Termination

     The Company  intends to continue  the Plan  indefinitely  but  reserves the
     right to suspend  contributions  temporarily  or to amend or terminate  the
     Plan.  If the Plan were to be  terminated,  all members  would become fully
     vested,  and all the  Plan  assets  would be used  solely  to  provide  the
     benefits payable to employees and their beneficiaries.


6.   Tax Status

     The Plan  obtained its latest  determination  letter on April 28, 1995,  in
     which the Internal  Revenue Service stated that the Plan, as then designed,
     was in compliance  with  applicable  requirements  of the Internal  Revenue
     Code.  The  determination  letter is subject to the Plan's  adoption of the
     proposed  amendments  submitted to the Internal  Revenue Service in letters
     dated March 21, 1995 and April 17, 1995,  which were  adopted in 1995.  The
     Plan has been amended since receiving the  determination  letter.  However,
     the Plan  administrator and the Plan's tax counsel believe that the Plan is
     currently  designed and being  operated in compliance  with the  applicable
     requirements  of the Internal  Revenue  Code.  Therefore,  no provision for
     income taxes has been included in the Plan's financial statements.














                                                        17


<PAGE>



                  EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
              GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                              SUPPLEMENTAL SCHEDULE
           ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
                              at December 31, 1996

<TABLE>
<CAPTION>

     Number of                                                                                          Current
      Shares                Description                                            Cost                  Value
<S>                                                                                 <C>                <C>             
                                                                                    (1)
                           Mutual Funds
       55,613              Founders Balanced Fund                                                 $    590,052
        5,301              PIMCO Global Fund                                                            55,185
       31,064              PIMCO High Yield Fund                                                       347,913
       36,929              Templeton Developing Markets Fund                                           568,709
       82,671              Janus Worldwide Fund                                                      2,785,185
      382,641              Fidelity Magellan Fund                                                   30,860,025
      578,618              Fidelity Equity Income Fund                                              24,782,210
      282,299              Fidelity Growth Company Fund                                             11,421,815
      160,754              Fidelity Investment Grade Bond Portfolio                                  1,144,566
      977,474              Fidelity Intermediate Bond Fund                                           9,852,933
      254,492              Fidelity Overseas Fund                                                    7,848,523
       19,676              Fidelity Real Estate Fund                                                  354,,756
      134,106              Fidelity Balanced Fund                                                    1,888,213
      195,816              Fidelity U.S. Equity Index Portfolio                                      5,277,244
       85,098              Fidelity Asset Manager Fund                                               1,401,557
      109,001              Fidelity Asset Manager:  Growth Fund                                      1,782,166
        6,475              Fidelity Emerging Markets Fund                                              107,617
       15,060              Fidelity Asset Manager:  Income Fund                                        174,841
      211,096              Fidelity Small Cap Stock Fund                                             2,862,463

                           Money Market Funds
   12,501,203              Fidelity Retirement Money                                                12,501,203
                           Market Portfolio
    1,138,786              Fidelity Retirement Government                                            1,138,786
                           Money Market Portfolio
                           Common/Collective Trusts
    7,930,358              Fidelity Managed Income Portfolio                                         7,930,358

                           Preferred Stocks
    1,711,907              General Re Corporation                                                  273,049,491

                           Common Stocks
    2,434,175              General Re Corporation                                                   26,654,213

                           Participant Loans
                           Residence, at cost                                                        3,482,976
                           Nonresidence, at cost                                                     3,038,329

                           Total                                                                  $431,901,329

(1)  The  record  keeper  has  informed  the  Plan's  management  that it is not
     possible for the record keeper to provide historical cost.

    The accompanying notes are an integral part of the supplemental schedule.
                                       18
</TABLE>

<PAGE>


                  EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of
              GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES

                              SUPPLEMENTAL SCHEDULE
                 ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
                      for the year ended December 31, 1996



The following  schedule itemizes those securities for which the aggregate amount
of purchase and sale  transactions,  or for which a single  transaction,  was in
excess of 5% of the  current  fair  value of the Plan's net assets at January 1,
1996.


<TABLE>
                                          Aggregate Reportable Transactions

<CAPTION>

                                                                                    Cost of           Net Gain
Description of Asset  Purchases               Sales               Assets                (1)or (Loss)       (1)
- --------------------  ---------               -----               ------                   ---------          
<S>                                         <C>                <C>                          <C>          <C> 
Fidelity Magellan Fund                      $8,734,611         $7,718,427




                                           Single Reportable Transactions

</TABLE>

                                                        None

(1)  The  record  keeper  has  informed  the  Plan's  management  that it is not
     possible for the record keeper to provide this information.















    The accompanying notes are an integral part of the supplemental schedule.
                                       19




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