UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No. 4
PartnerRe Ltd.
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(Name of Issuer)
Common, $1.00 par value
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(Title of Class of Securities)
G6852T 10 5
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(CUSIP Number)
* 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 in 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. G6852T 10 9 13G
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1. Name of Reporting Person John C Head III
S.S. or I.R.S. Identifica-
tion No. of Above Person (No S.S. or IRS
Identification No.)
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2. Check the Appropriate Box (a) X
if a Member of a Group
(b)
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3. S.E.C. Use Only
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4. Citizenship or Place of U.S.A.
Organization
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Number of Shares (5) Sole Voting Power
Beneficially 51,999
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Owned by Each (6) Shared Voting
Reporting Person Power 2,885,592
With --------------------------------------------------------------
(7) Sole Dispositive Power
51,999
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(8) Shared Dispositive
Power 2,885,592
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9. Aggregate Amount Beneficially
Owned by Each Reporting Person 2,937,591
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10. Check if the Aggregate Amount
in Row (9) Excludes Certain
Shares
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11. Percent of Class Represented
by Amount in Row 9 5.2%
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12. Type of Reporting Person
IN
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CUSIP NO. G6852T 10 9 13G
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5. Name of Reporting Person Madie Ivy
S.S. or I.R.S. Identifica-
tion No. of Above Person (No S.S. or IRS
Identification No.)
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6. Check the Appropriate Box (a) X
if a Member of a Group
(b)
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7. S.E.C. Use Only
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8. Citizenship or Place of U.S.A.
Organization
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Number of Shares (5) Sole Voting Power
Beneficially 10,261
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Owned by Each (6) Shared Voting
Reporting Person Power 2,885,592
With --------------------------------------------------------------
(7) Sole Dispositive Power
10,261
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(8) Shared Dispositive
Power 2,885,592
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9. Aggregate Amount Beneficially
Owned by Each Reporting Person 2,895,853
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10. Check if the Aggregate Amount
in Row (9) Excludes Certain
Shares
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11. Percent of Class Represented
by Amount in Row 9 5.1%
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12. Type of Reporting Person
IN
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Page 3
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ITEM 1
(A) NAME OF ISSUER
PartnerRe Ltd.
(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
PartnerRe Building
106 Pitt's Bay Road
Pembroke Parish, Bermuda HM08
ITEM 2
(C) NAME OF PERSONS FILING
John C Head III
Madie Ivy
(D) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
For each of the persons named in
Item 2(c) above:
c/o Head & Company L.L.C.
1330 Avenue of the Americas
New York, NY 10019-5402
(E) CITIZENSHIP
John C Head III U.S.A.
Madie Ivy U.S.A.
(F) TITLE OF CLASS OF SECURITIES
Common Shares, $1.00 par value.
(G) CUSIP NUMBER
G6852T 10 5
ITEM 3 IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR
13D-2(B), CHECK WHETHER THE PERSON FILING IS A:
(a)[ ] Broker or Dealer registered under Section 15 of the Act
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(b)[ ] Bank as defined in section 3(a)(6) of the Act
(c)[ ] Insurance Company as defined in section 3(a)(19) of the
Act
(d)[ ] Investment Company registered under section 8 of the
Investment Company Act
(e)[ ] Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940
(f)[ ] Employee Benefit Plan, Pension Fund which is subject to
the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund; see ss.
240.13d-1(b)(1)(ii)(F)
(g)[ ] Parent Holding Company, in accordance with ss.
240.13d-1(b)(ii)(G) (Note: See Item 7)
(h)[ ] Group, in accordance with ss. 240.13d-1(b)(1)(ii)(H)
ITEM 4 OWNERSHIP
As of December 31, 1997:
John C Head III beneficially owns 2,937,591 Common
Shares. Of such shares, (i) 310,128 are held by Head Insurance
Investors III (Bermuda) L.P. ("Head Investors III"), a
partnership the sole general partner of which is a partnership
of which John C Head III is a general partner; (ii) 156,228
are issuable to Head Investors III upon exercise of Class A
Warrants; (iii) 1,694,682 are issuable upon exercise of Class
A Warrants held by Head & Company L.L.C. (the successor to
John Head & Partners L.P.), a limited liability company of
which Mr. Head is a Managing Member; (iv) 677,872 are issuable
upon exercise of Class B Warrants held by Head & Company
L.L.C.; (v) 15,000 shares are held by Head Company Profit
Sharing Plan of which Mr. Head is a trustee; (vi) 1,000 shares
are owned by a Head Company Pension Plan of which Mr. Head is
a trustee; (vii) 21,070 are held by Charles Partners L.P., the
general partner of which Mr. Head is a general partner; (viii)
5,500 are held by HMI Partners L.P., the general partner of
which Mr. Head is a general partner; (ix) 38,000 shares are
issuable to Mr. Head pursuant to currently exercisable options
granted to Mr. Head as a non-employee director of the Company;
(x) 13,999 are owned by Mr. Head; (xi) 3,822 are held in
custodian accounts for the benefit of the two minor children
of Mr. Head and Ms. Ivy; and (xii) 290
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are owned by two trusts for the benefit of the two minor
children of Mr. Head and Ms. Ivy. Mr. Head is married to Ms.
Ivy.
Madie Ivy beneficially owns 2,895,853 Common Shares.
Of such shares, (i) 310,128 are held by Head Insurance
Investors III (Bermuda) L.P. ("Head Investors III"), a
partnership the sole general partner of which is a partnership
of which Madie Ivy is a general partner; (ii) 156,228 are
issuable to Head Investors III upon exercise of Class A
Warrants; (iii) 1,694,682 are issuable upon exercise of Class
A Warrants held by Head & Company L.L.C. (the successor to
John Head & Partners L.P.), a limited liability company of
which Ms. Ivy is a Managing Member; (iv) 677,872 are issuable
upon exercise of Class B Warrants held by Head & Company
L.L.C.; (v) 15,000 are owned by Head Company Profit Sharing
Plan of which Ms. Ivy is a trustee; (vi) 1,000 are owned by
Head Company Pension Plan of which Ms. Ivy is a trustee; (vii)
21,070 are held by Charles Partners L.P., the general partner
of which Ms. Ivy is a general partner; (viii) 5,500 are held
by HMI Partners L.P., the general partner of which Ms. Ivy is
a general partner; (ix) 10,261 are owned by Ms. Ivy; (x) 3,822
are held in custodian accounts for the benefit of the two
minor children of Mr. Head and Ms. Ivy; and (xi) 290 are owned
by two trusts for the benefit of the two minor children of Mr.
Head and Ms. Ivy.
ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
IF THIS STATEMENT IS BEING FILED TO REPORT THE FACT
THAT AS OF THE DATE HEREOF THE REPORTING PERSON HAS CEASED TO
BE THE BENEFICIAL OWNER OF MORE THAN FIVE PERCENT OF THE CLASS
OF SECURITIES, CHECK THE FOLLOWING [ ]
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.
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ITEM 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
John C Head III (IN)
Madie Ivy (IN)
Head Insurance Investors III (Bermuda) L.P. (PN)
Head & Company L.L.C. (OO)
Head Company Pension Plan (EP)
Head Company Profit Sharing Plan (EP)
HMI Partners L.P. (PN)
Charles Partners L.P. (PN)
Custodian Accounts f/b/o two minor children of Mr. Head
and Ms. Ivy (OO)
Trusts f/b/o two minor children of Mr. Head and Ms. Ivy (OO)
ITEM 9 NOTICE OF DISSOLUTION OF GROUP
Not applicable.
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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 12, 1998
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Date
/s/ John C Head III
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JOHN C HEAD III
/s/ Madie Ivy
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MADIE IVY
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INDEX TO EXHIBITS
Exhibit No. Description
1 Joint Filing Agreement dated as of February 12, 1998
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Exhibit 1
JOINT FILING AGREEMENT
Pursuant to Rule 13d-1(f)(1)(iii) promulgated under the
Securities Exchange Act of 1934, as amended, the undersigned agree that the
Statement to which this Exhibit is attached is filed on behalf of each of them.
February 12, 1998
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Date
/s/ John C Head III
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JOHN C HEAD III
/s/ Madie Ivy
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MADIE IVY
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