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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __________)*
Reinsurance Group of America Inc.
---------------------------------
(Name of Issuer)
Common Stock
------------
(Title of Class of Securities)
75935120
--------
(CUSIP Number)
June 30, 1998
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
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_______________________ _______________________
CUSIP No. 75935120 13G Page 2 of 4 Pages
_______________________ _______________________
______ _________________________________________________________________________
1 | NAME OF REPORTING PERSON
| S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
|
| Warburg Pincus Asset Management, Inc. 13-2673503
______|_________________________________________________________________________
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (SEE INSTRUCTIONS)
| (a) [ ]
|
| (b) [ ]
| Not applicable
|
______|_________________________________________________________________________
3 | SEC USE ONLY
|
|
______|_________________________________________________________________________
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
|
| Delaware
|
______|_________________________________________________________________________
| 5 | SOLE VOTING POWER
| |
| | 610,000
| |
|______|__________________________________________________________
NUMBER OF | 6 | SHARED VOTING POWER
SHARES | |
BENEFICIALLY | | 111,400
OWNED BY | |
EACH |______|__________________________________________________________
REPORTING | 7 | SOLE DISPOSITIVE POWER
PERSON | |
WITH | | 721,400
| |
|______|__________________________________________________________
| 8 | SHARED DISPOSITIVE POWER
| |
| | 0
| |
______ _________________________________________________________________________
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
| 721,400
|
______|_________________________________________________________________________
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
| CERTAIN SHARES (SEE INSTRUCTIONS)
|
______|_________________________________________________________________________
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
| 16.78%
|
______|_________________________________________________________________________
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
| IA
|
______|_________________________________________________________________________
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Item 1(a): Name of Issuer:
- --------- --------------
Reinsurance Group of America Inc.
Item 1(b): Address of Issuer's Principal Executive Offices:
- --------- -----------------------------------------------
P.O. Box 14701
St. Louis, MO 63178
Item 2(a): Name of Person Filing
- --------- ---------------------
Warburg Pincus Asset Management, Inc.
Item 2(b): Address of Principal Business Office:
- --------- ------------------------------------
466 Lexington Avenue, New York, New York 10017
Item 2(c): Citizenship:
- --------- -----------
Delaware
Item 2(d): Title of Class of Securities:
- --------- ----------------------------
Common Stock
Item 2(e): CUSIP Number:
- -------- ------------
75935120
Item 3: If the reporting person is an investment adviser
- ------ in accordance with
ss. 240.13d-1(b)(1)(ii)(E), check this box. [X]
Item 4: Ownership:
- ------ ---------
(a) Amount beneficially owned: 721,400.
(b) Percent of class: 16.78%.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
610,000.
(ii) Shared power to vote or to direct the vote
111,400.
(iii) Sole power to dispose or to direct the
disposition of 721,400.
(iv) Shared power to dispose or to direct the
disposition of 0.
Item 5: Ownership of Five Percent or Less of a Class:
- ------ Not Applicable
--------------------------------------------
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Item 6: Ownership of More than Five Percent on Behalf of Another
- ------ Person:
--------------------------------------------------------
Warburg Pincus Asset Management, Inc. ("WPAM") is an
Investment Adviser registered with the United States
Securities and Exchange Commission. WPAM serves as
investment adviser to many accounts including various
registered investment companies. The securities which are
the subject of this report are owned by our accounts. A
registered investment company may own more than 5% of the
securities, however, no individual or institutional account
does. In this report no registered investment company owned
more than 5%.
Item 7: Identification and Classification of the
Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company:
--------------------------------------------
Not Applicable.
Item 8: Identification and Classification of
Members of the Group:
- ------ ------------------------------------
Not Applicable.
Item 9: Notice of Dissolution of Group:
- ------ ------------------------------
Not Applicable.
Item 10: Certification:
- ------- -------------
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were
acquired and are held in the ordinary course of business
and were not acquired and are not held for the purpose of
or with the effect of changing or influencing the control
of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any
transaction having that purpose or effect.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: July 6, 1998
By:/s/ Linda S. Iovan
------------------
Name: Linda S. Iovan
Title: Vice President
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