UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
CB
TENDER
OFFER/RIGHTS OFFERING NOTIFICATION FORM
Please place an X in the box(es) to
designate the appropriate rule provision(s) relied upon to file this
Form:
Securities Act Rule 801 (Rights
Offering) o
Securities Act Rule 802 (Exchange
Offer) x
Exchange Act Rule 13e-4(h)(8) (Issuer
Tender Offer) o
Exchange Act Rule 14d-1(c) (Third Party
Tender Offer) o
Exchange Act Rule 14e-2(d) (Subject
Company Response) o
Filed or
submitted in paper if permitted by Regulation S-T Rule 101(b)(8) o
Note:
Regulation S-T Rule 101(b)(8) only permits the filing or submission of a Form CB
in paper by a party that is not subject to the reporting requirements of Section
13 or 15(d) of the Exchange Act.
PARIS
RE Holdings Limited
(Name
of Subject Company)
N/A
(Translation
of Subject Company’s Name into English (if applicable))
Switzerland
(Jurisdiction
of Subject Company’s Incorporation or Organization)
PartnerRe
Ltd.
(Name
of Person(s) Furnishing Form)
Common Shares
(Title
of Class of Subject Securities)
N/A
(CUSIP
No. of Class of Securities (if applicable))
AMANDA
E. SODERGREN
PARTNERRE
LTD.
WELLESLEY
HOUSE
90
PITTS BAY ROAD
PEMBROKE,
BERMUDA
TELEPHONE:
(441) 292-0888
With
a copy to:
PHILLIP
R. MILLS
DAVIS
POLK & WARDWELL LLP
450
LEXINGTON AVENUE
NEW
YORK, NY 10017
TELEPHONE:
(212) 450-4000
(Name,
Address (including zip code) and Telephone Number (including area code) of
Person(s) Authorized to Receive Notices and Communications on Behalf of Subject
Company)
N/A
(Date
Tender Offer/Rights Offering Commenced)
Part
One – INFORMATION SENT TO SECURITY HOLDERS
Item
1. Home Jurisdiction Documents
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99.1
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Listing
Prospectus filed with the Autorité
des marchés financiers.
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Item
2. Informational Legends
The
required legends have been included in prominent portions of Exhibit 99.1
referred to in Item 1.
Part
Two – INFORMATION NOT REQUIRED TO BE SENT TO SECURITY HOLDERS
Not
applicable.
Part
Three – CONSENT TO SERVICE OF PROCESS
A written
irrevocable consent and power of attorney on Form F-X has been filed by
PartnerRe Ltd. with the Securities and Exchange Commission concurrently with the
furnishing of this Form CB on December 4, 2009.
Part
Four – SIGNATURES
After due
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.
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PartnerRe
Ltd.
(Registrant)
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| Date:
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December
4, 2009
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By: |
/s/
Amanda E. Sodergren
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Name:
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Amanda
E. Sodergren
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Title:
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Chief
Legal Counsel
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