Sec Form 4 Filing - MONTPELIER RE HOLDINGS LTD @ Blue Capital Reinsurance Holdings Ltd. - 2013-11-12

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person MONTPELIER RE HOLDINGS LTD 2. Issuer Name and Ticker or Trading Symbol Blue Capital Reinsurance Holdings Ltd. [ BCRH] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) MONTPELIER HOUSE, 94 PITTS BAY ROAD 3. Date of Earliest Transaction (MM/DD/YY) 11/12/2013 (Street) PEMBROKE, D0HM 08 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Shares 11/12/2013 11/12/2013 S( 1 ) 51,000 D $ 20 0 D Common Shares 11/12/2013 11/12/2013 P( 1 ) 2,500,000 A $ 20 2,500,000 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MONTPELIER RE HOLDINGS LTD MONTPELIER HOUSE 94 PITTS BAY ROAD PEMBROKE, D0HM 08 X MONTPELIER REINSURANCE LTD MONTPELIER HOUSE 94 PITTS BAY ROAD PEMBROKE, D0HM 08 X Signatures /s/ Jonathan B. Kim, attorney in fact 11/12/2013 Signature of Reporting Person Date /s/ Jonathan B. Kim, attorney in fact 11/12/2013 Signature of Reporting Person Date

Explanation of Responses:

( 1 )In connection with its Initial Public Offering, on November 12, 2013 Blue Capital Reinsurance Holdings Ltd. ("Blue Capital"): (i) repurchased 51,000 of its common shares from Montpelier Re Holdings Ltd. ("MRH"); and (ii) sold 2,500,000 of its common shares to Montpelier Reinsurance Ltd. ("Montpelier Re"), a wholly owned subsidiary of MRH, through a private placement. Following these transactions, MRH directly owns no common shares of Blue Capital and Montpelier Re directly owns 2,500,000 common shares of Blue Capital, or approximately 28.6% of Blue Capital's common shares currently outstanding.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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