LIFE RE CORP
SC 13G, 1998-02-17
LIFE INSURANCE
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                  SCHEDULE 13G

                 INFORMATION TO BE INCLUDED IN STATEMENTS FILED
                     PURSUANT TO RULES 13D-1(B) AND (C) AND
                  AMENDMENTS THERETO FILED PURSUANT TO 13D-2(B)

                             (Amendment No. ______)1




                               LIFE RE CORPORATION
- --------------------------------------------------------------------------------
                                (NAME OF ISSUER)



   COMMON STOCK, PAR VALUE $0.001 PER SHARE                      532160 10 8
- ---------------------------------------------------             ----------------
   (TITLE OF CLASS OF SECURITIES)                                (CUSIP NUMBER)




 (1) The remainder of this cover page should 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 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 purposes of Section 18 of the Securities Exchange
Act of 1934 (the "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).




                        (Continued on following page(s))
                               (Page 1 of 6 Pages)


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<PAGE>

- --------------------------------------------------------------------------------
CUSIP No.  532160 10 8           13G                        Page 2 of 6 Pages
- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
   1.      NAMES OF REPORTING PERSONS                       JACQUES E. DUBOIS

           I.R.S. IDENTIFICATION NO. OF ABOVE
           PERSONS (ENTITIES ONLY)                              NOT APPLICABLE.
- --------------------------------------------------------------------------------
   2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP        (A) [ ]
                                                                   (B) [X]
- --------------------------------------------------------------------------------
   3.      SEC USE ONLY

- --------------------------------------------------------------------------------
   4.      CITIZENSHIP OR PLACE OF                      UNITED STATES OF AMERICA
           ORGANIZATION

- --------------------------------------------------------------------------------
    NUMBER OF        5.     SOLE VOTING POWER                       1,142,500
     SHARES
                 ---------------------------------------------------------------
  BENEFICIALLY       6.     SHARED VOTING POWER                             0
    OWNED BY
                 ---------------------------------------------------------------
      EACH           7.     SOLE DISPOSITIVE POWER                  1,142,500
    REPORTING
                 ---------------------------------------------------------------
   PERSON WITH       8.     SHARED DISPOSITIVE POWER                        0

- --------------------------------------------------------------------------------
   9.       AGGREGATE AMOUNT BENEFICIALLY                           1,142,500
            OWNED BY REPORTING PERSON

- --------------------------------------------------------------------------------
  10.       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES          [ ]
            CERTAIN SHARES

- --------------------------------------------------------------------------------
  11.       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)             8.4%

- --------------------------------------------------------------------------------
  12.       TYPE OF REPORTING PERSON                             IN

- --------------------------------------------------------------------------------


                                Page 2 of 6 Pages
<PAGE>

        ITEM 1(A).    NAME OF ISSUER:

                         Life Re Corporation (hereinafter referred to as the
                         "Company").

        ITEM 1(B).       ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

                         969 High Ridge Road
                         Stamford, Connecticut  06905

        ITEM 2(B).       NAME OF PERSON FILING:

                         This report is being filed by Jacques E. Dubois (the 
                         "Reporting Person").

        ITEM 2(C).       ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, 
                         RESIDENCE:

                         969 High Ridge Road
                         Stamford, Connecticut 06905

        ITEM 2(D).       CITIZENSHIP:

                         United States of America

        ITEM 2(E).       TITLE OF CLASS OF SECURITIES:

                         Common Stock, par value $0.001 per share (hereinafter
                         referred to as "Common Stock").

        ITEM 2(F).       CUSIP NUMBER:

                         532160 10 8


        ITEM 3.          IDENTIFICATION OF PERSONS FILING PURSUANT TO RULES 
                         13D-1(B) OR  13D-2(B):

                         Not applicable.


                                Page 3 of 6 Pages
<PAGE>
        ITEM 4.  OWNERSHIP

        (a)     Amount beneficially owned:

                As of December 31, 1997, the Reporting Person beneficially owned
                1,142,500 shares of Common Stock.

        (b)     Percent of Class:

                The Reporting Person beneficially owns 1,142,500 shares of
                Common Stock, constituting 8.4% of the outstanding shares of
                Common Stock. Such figure is based on the number of shares of
                Common Stock outstanding as of September 30, 1997 and is derived
                from the Company's Quarterly Report on Form 10-Q for the
                quarterly period ended September 30, 1997 filed with the
                Securities and Exchange Commission (File No. 1-11340).

        (c)     Number of shares as to which such person has:

                  (i)  Sole power to vote or to direct the vote:

                       The Reporting Person has sole voting power with respect
                       to 1,142,500 shares of Common Stock directly owned by
                       the Reporting Person.  See the information set forth 
                       below.

                 (ii)  Shared power to vote or to direct the vote:

                       Not applicable.

                (iii)  Sole power to dispose or to direct the disposition of:

                       The Reporting Person has sole dispositive power with
                       respect to 1,142,500 shares of Common Stock directly
                       owned by the Reporting Person. See the information set
                       forth below.

                 (iv)  Shared power to dispose or to direct the disposition of:

                       Not applicable.

                Jacques E. Dubois (President, Chief Operating Officer and a
                Director of the Company) beneficially owns an aggregate of
                1,142,500 shares of Common Stock, consisting of (a) 905,000
                issued shares of Common Stock and (b) 237,500 shares of Common
                Stock that may be acquired pursuant to the exercise of vested
                options to acquire (i) 100,000 shares of Common Stock each at
                $22 per share, (ii) 37,500 shares of Common Stock each at
                $20.125 per share, (iii) 25,000 shares of Common Stock each at
                $19.625 per share, (iv) 50,000 shares of Common Stock each at
                $25 per share and (v) 25,000 shares of Common


                                Page 4 of 6 Pages
<PAGE>
                Stock each at $39.625 per share, all of which may be purchased
                within sixty days of December 31, 1997.


        ITEM 5.   OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

                   Not applicable.

        ITEM 6.   OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
                  PERSON.

                   Not applicable.

        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.

                   Not applicable.


                                Page 5 of 6 Pages
<PAGE>

                                   SIGNATURES


        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.



February 16, 1998

                                                    /s/ Jacques E. Dubois
                                                    --------------------------
                                                    Jacques E. Dubois










                                Page 6 of 6 Pages




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