SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549
                                    --------

                                    FORM S-8

                             REGISTRATION STATEMENT

                                      UNDER

                           THE SECURITIES ACT OF 1933
                                 --------------

                               TRENWICK GROUP LTD.
             (Exact name of registrant as specified in its charter)

              Bermuda                                   98-0232340
--------------------------------------------------------------------------------
(State of incorporation or organization)    (I.R.S. Employer Identification No.)

              Continental Building
              25 Church Street
              Hamilton HM 12 Bermuda                        Not applicable
--------------------------------------------------------------------------------
 (Address of Principal Executive Offices)                     (Zip Code)

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

                                 COLEMAN D. ROSS
               EXECUTIVE VICE PRESIDENT & CHIEF FINANCIAL OFFICER
                               TRENWICK GROUP LTD.
                              CONTINENTAL BUILDING
                                25 CHURCH STREET
                                 HAMILTON HM 12
                                     BERMUDA
                                 (441) 292-3339
 (NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
                              OF AGENT FOR SERVICE)
                               ------------------

                       Trenwick Group Inc. 1989 Stock Plan
        Trenwick Group Inc. 1993 Non-Employee Directors Stock Option Plan
                   Trenwick Group Inc. 1993 Stock Option Plan
                  Trenwick Group Inc. 1996 RB Stock Option Plan
            LaSalle Re Holdings Limited 1996 Long-Term Incentive Plan
           Chartwell Re Corporation 1997 Omnibus Stock Incentive Plan
     Chartwell Re Corporation 1996 Non-Employee Directors Stock Option Plan
                      Chartwell Re 1993 Stock Option Plan
                           (Full titles of the plans)



                                       1

<PAGE>


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

                         CALCULATION OF REGISTRATION FEE
  ==============================================================================

  Title of          Amount to be   Offering    Proposed maximum     Amount of
  Securities        Registered     price per   aggregate offering   registration
  to be             (1)(2)         share (3)   offering             fee
  registered                                   price (3)
  ----------------  -------------  ----------  ------------------   ------------

  Common Shares,     3,923,793      $23.2290     $91,145,787        $24,062.49
  par value $0.10
  per share
  (including the
  associated
  rights) (4)
  ==============================================================================

  (1) This Registration  Statement  also  covers  such  indeterminable number of
      additional Common Shares as may be issuable  pursuant  to the antidilution
      provisions of the Trenwick Group Inc. 1989 Stock Option Plan, the Trenwick
      Group Inc.  1993  Non-employee  Directors  Stock Option Plan, the Trenwick
      Group Inc. 1993 Stock Option Plan,  the Trenwick  Group Inc. 1996 RB Stock
      Option Plan,  the  Chartwell Re 1993 Stock  Option Plan, the Chartwell Re
      Corporation  1996  Non-Employee  Directors  Stock   Option  Plan  and  the
      Chartwell Re Corporation 1997 Omnibus Stock Incentive Plan.
  (2) Represents  80,503 Common Shares  issuable  under the Trenwick  Group Inc.
      1989 Stock Plan,  67,500 Common Shares  issuable  under the Trenwick Group
      Inc.  1993  Non-Employee  Directors  Stock Option Plan,  1,699,960  Common
      Shares  issuable  under the  Trenwick  Group Inc.  1993 Stock Option Plan,
      1,125 Common Shares  issuable  under the Trenwick Group Inc. 1996 RB Stock
      Option Plan,  865,095 Common Shares issuable under the LaSalle Re Holdings
      Limited 1996 Long-Term  Incentive  Plan,  420,910  Common Shares  issuable
      under the  Chartwell  Re 1993 Stock  Option  Plan,  41,250  Common  Shares
      issuable under the Chartwell Re Corporation  1996  Non-Employee  Directors
      Stock Option Plan and 747,450  Common Shares  issuable under the Chartwell
      Re Corporation 1997 Omnibus Stock Incentive Plan.
  (3) Pursuant to Rule 457(h)(1)  under the Securities Act of 1933, the offering
      price per share and the  proposed  maximum  aggregate  offering  price for
      previously issued restricted stock and authorized and unissued  securities
      under the plans have been  computed on the basis of the  average  high and
      low price of the Common Shares  reported on the New York Stock Exchange on
      October 6, 2000.  Also pursuant to Rule 457(h)(1) under the Securities Act
      of 1933, the proposed  offering price per share and the maximum  aggregate
      offering price for  previously  issued stock options have been computed on
      the basis of the price at which the options may be exercised.
  (4) Includes  associated  rights to purchase one  one-hundredths of a share of
      Trenwick Series A First Preferred Shares.  Until the occurrence of certain
      prescribed  events,  such  rights  are not  exercisable.  Such  rights are
      evidenced by the certificates  representing Trenwick common stock and will
      be transferred only with such shares.
  ------------------------------------------------------------------------------





















                                       2
<PAGE>


                                EXPLANATORY NOTE

This Registration Statement on Form S-8 (the "Registration  Statement") is filed
by Trenwick  Group Ltd. (the  "Company) in order to take into account the effect
of assumption of the Trenwick  Group Inc.  1989 Stock Plan,  the Trenwick  Group
Inc. 1993 Non-Employee Directors Stock Option Plan, the Trenwick Group Inc. 1993
Stock  Option Plan and the  Trenwick  Group Inc.  1996 RB Stock  Option Plan the
Chartwell  Re  1993  Stock  Option  Plan,  the  Chartwell  Re  Corporation  1996
Non-Employee  Directors  Stock Option Plan,  the Chartwell Re  Corporation  1997
Omnibus Stock Incentive Plan and  the LaSalle Re Holdings Limited 1996 Long-Term
Incentive Plan  (collectively,  the "Plans") in connection with the transactions
contemplated   by  the   Agreement,   Schemes   of   Arrangement   and  Plan  of
Reorganization,  dated as of December 19, 1999, amended and restated as of March
20,  2000 and  amended as of June 28,  2000,  by and among  LaSalle Re  Holdings
Limited, LaSalle Re Limited, Trenwick Group Inc. and the Company (formerly known
as Gowin Holdings International Limited).

                                    PART II.

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference.

         The  following  documents,  which  have  heretofore  been  filed by the
Company with the Securities and Exchange Commission (the "Commission")  pursuant
to the  Securities  Act  of 1933  as amended and the Securities Exchange Act of
1934, as amended (the "Exchange  Act"), are hereby incorporated by reference in
this Registration Statement:

         (a)  The  description  of the Company's  capital stock contained in the
Company's Registration Statement on Form S-4 (File no. 333-44290), including any
amendments or reports filed for the purpose of updating such description.

         (b)  The description of the Company's Preferred  Stock Purchase Rights,
contained in the Company's Form 8-A12B filed with  the Commission on  October 2,
2000 (File no. 001-16089).

         All documents filed by Trenwick with the Commission pursuant to Section
13(a),  13(c),  14 or 15(d)  of the  Exchange  Act,  prior  to the  filing  of a
post-effective  amendment that indicates that all securities offered hereby have
been sold or that  deregisters  all securities then remaining  unsold,  shall be
deemed to be incorporated by reference in this Registration  Statement and to be
a part hereof from the date of filing of such documents. Any statement contained
in a document  incorporated  or deemed to be  incorporated  by reference  herein
shall be deemed to be modified or superseded  for purposes of this  Registration
Statement  to the  extent  that a  statement  contained  herein  or in any other
subsequently filed document which also is deemed to be incorporated by reference
herein modifies or supersedes such statement.  Any such statement so modified or
superseded  shall  not be  deemed,  except  as so  modified  or  superseded,  to
constitute a part of this Registration Statement.

Item 4.  Description of Securities.

         Not applicable.


                                       3
<PAGE>

Item 5.  Interests of Named Experts and Counsel.

         Appleby  Spurling & Kempe,  whose  legal  opinion  with  respect to the
securities registered hereunder is filed as Exhibit 5 hereto.

Item 6. Indemnification of Directors and Officers.

         Pursuant to the  provisions of the  Companies Act 1981 of Bermuda,  the
Company has adopted provisions in its Bye-Laws which require it to indemnify its
directors and officers in certain  circumstances  and  specifically to indemnify
its directors and officers against all amounts actually and reasonably  incurred
to the Company or its shareholders by reason of a breach of duty to the Company,
provided  that such  director  or  officer  acted in good  faith and in a manner
reasonably believed to be in or not opposed to the best interests of the Company
and, with respect to any criminal action, suit or proceeding,  had no reasonable
cause to believe that the conduct was unlawful,  and except for any claim, issue
or matter as to which such person shall have been finally  adjudged to be liable
for willful negligence,  willful default, fraud or dishonesty in the performance
of the duty to the Company.

         The Company also  maintains  insurance on its  directors  and officers,
which covers liabilities under the federal securities laws.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

         4.1      Specimen  Stock  Certificate (incorporated by  reference  from
                  Exhibit   4.2  to  the  Company's  Registration  Statement  on
                  Form S-4 (File no. 333-44290).

         5.1      Opinion of  Appleby Spurling & Kempe as to the legality of the
                  securities offered

         23.1     Consent of Appleby Spurling & Kempe (included in Exhibit 5.1).

         23.2     Consent of PricewaterhouseCoopers LLP.

         23.3     Consent of Deloitte & Touche

         23.4     Consent of KMPG Peat Marwick

         24.1     Power  of  Attorney  (included  on page 6 of this Registration
                  Statement).

         99.1     Trenwick Group Inc. 1989 Stock Plan, as amended.

         99.2     Trenwick Group Inc. 1993  Non-Employee  Directors Stock Option
                  Plan, as amended.

         99.3     Trenwick Group Inc. 1993 Stock Option Plan, as amended.

         99.4     Trenwick Group Inc. 1996 RB Stock Option Plan, as amended.



                                       4
<PAGE>

         99.5     Chartwell Re 1993 Stock Option Plan, as amended.

         99.6     Chartwell Re Corporation 1996  Non-Employee  Directors  Stock
                  Option Plan, as amended.

         99.7     Chartwell Re Corporation 1997 Omnibus Stock Incentive Plan, as
                  amended.

         99.8     LaSalle Re Holdings Limited 1996 Long-Term  Incentive Plan, as
                  amended.

Item 9.   Undertakings.

         The Company hereby undertakes:

         (a)(1) To file, during any period in which  offers or sales  are  being
                made, a post-effective amendment to this Registration Statement:

         (i)    To include any prospectus required by  Section 10(a)(3)  of  the
                Securities Act of 1933 (the "Securities Act");

         (ii)   To  reflect in the  prospectus any facts or events arising after
         the effective date of the Registration Statement  (or the  most  recent
         post-effective  amendment  thereof)  which,   individually  or  in  the
         aggregate,  represent a fundamental change in the information set forth
         in the  Registration  Statement.  Notwithstanding  the  foregoing,  any
         increase  or  decrease  in volume of  securities  offered (if the total
         dollar  value of  securities  offered  would not exceed  that which was
         registered) and any deviation from the low or high end of the estimated
         maximum offering range may be reflected in the form of prospectus filed
         with the Commission  pursuant to Rule 424(b) if, in the aggregate,  the
         changes in volume and price  represent no more than a 20 percent change
         in the maximum  aggregate  offering price set forth in the "Calculation
         of Registration Fee" table in the effective registration statement; and

         (iii) To include any material  information  with respect to the plan of
         distribution not previously disclosed in the Registration  Statement or
         any material change to such information in the Registration Statement;

         (2) That,  for the  purpose  of  determining  any  liability  under the
Securities Act, each such  post-effective  amendment shall be deemed to be a new
Registration  Statement  relating to the  securities  offered  therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

         (3) To remove from registration by means of a post-effective  amendment
any of the securities  being registered that remain unsold at the termination of
the offering.

         (4)  That,  for  purposes  of  determining   any  liability  under  the
Securities  Act,  each filing of Trenwick's  annual  report  pursuant to Section
13(a) or Section 15(d) of the Exchange Act (and, where  applicable,  each filing
of an employee  benefit  plan's annual  report  pursuant to Section 15(d) of the
Exchange Act) that is  incorporated by reference in the  Registration  Statement
shall be deemed to be a new  Registration  Statement  relating to the securities
offered  therein,  and the  offering  of such  securities  at that time shall be
deemed to be the initial bona fide offering thereof.


                                       5
<PAGE>

         Insofar as indemnification for liabilities arising under the Securities
Act may be permitted to directors,  officers and controlling persons of Trenwick
pursuant to the  provisions  described  under Item 6 above,  or  otherwise,  the
Company  has  been  advised  that  in  the  opinion  of  the   Commission   such
indemnification  is against public policy as expressed in the Securities Act and
is,  therefore,  unenforceable.  In the event  that a claim for  indemnification
against  such  liabilities  (other  than the  payment by the Company of expenses
incurred or paid by a director, officer or controlling person of Trenwick in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
director,  officer or controlling person in connection with the securities being
registered,  Trenwick will,  unless in the opinion of its counsel the matter has
been  settled  by  controlling  precedent,  submit  to a  court  of  appropriate
jurisdiction the question whether such  indemnification  by it is against public
policy as  expressed  in the  Securities  Act and will be  governed by the final
adjudication of such issue.


                                   SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized,  in the City of  Hamilton,  Country of  Bermuda,  on the 10th day of
October 2000.

                                          TRENWICK GROUP LTD.



                                          By: /s/ James F. Billett, Jr.
                                             ---------------------------------
                                            James F. Billett, Jr.
                                            Chairman of the Board, President and
                                            Chief Executive Officer


                                POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE  PRESENTS,  that each officer and director of
Trenwick Group Ltd. whose  signature  follows  constitutes  and appoints each of
James F.  Billett,  Jr.  and  Coleman D. Ross as such  person's  true and lawful
attorney-in-fact  and agent, with full power of substitution and resubstitution,
for such  person and in such  person's  name,  place and  stead,  in any and all
capacities, to sign any and all amendments (including post-effective amendments)
of and supplements to this  Registration  Statement on Form S-8, and to file the
same, with all exhibits  thereto,  and other documents in connection  therewith,
with  the   Securities  and  Exchange   Commission,   granting  unto  each  such
attorney-in-fact  and agent full power and  authority to do and perform each and
every act and thing requisite and necessary to be done in and about the premises
to all intents  and  purposes  and as fully as such person  might or could do in
person,  hereby ratifying and confirming all that each such attorney-in-fact and
agent,  or a substitute or  substitutes,  may lawfully do or cause to be done by
virtue hereof.

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the date or dates indicated.


                                       6
<PAGE>


         Signature                                                  Date
         ---------                                                  ----


/s/ James F. Billett, Jr.                                    October 10, 2000
------------------------------------
James F. Billett, Jr.
Chairman of the Board, President and
Chief Executive Officer
(Principal Executive Officer)


/s/ Coleman D. Ross                                          October 10, 2000
------------------------------------
Coleman D. Ross
ExecutiveVice President and
Chief Financial Officer
(Principal Financial and Accounting Officer)


/s/ W. Marston Becker                                        October 10, 2000
------------------------------------
W. Marston Becker
Director


/s/ Anthony S. Brown                                         October 10, 2000
------------------------------------
Anthony S. Brown
Director


/s/ Richard E. Cole                                          October 10, 2000
------------------------------------
Richard E. Cole
Director


/s/ Robert M. DeMichele                                      October 10, 2000
------------------------------------
Robert M. DeMichele
Director


/s/ Robert V. Deutsch                                        October 10, 2000
------------------------------------
Robert V. Deutsch
Director


/s/ Neil Dunn                                                October 10, 2000
------------------------------------
Neil Dunn
Director


/s/ Clement S. Dwyer                                         October 10, 2000
------------------------------------
Clement S. Dwyer
Director


/s/ Frank E. Grzelecki                                       October 10, 2000
------------------------------------
Frank E. Grzelecki
Director


                                       7
<PAGE>


/s/ P. Anthony Jacobs                                        October 10, 2000
------------------------------------
P. Anthony Jacobs
Director


/s/ Peter J. Rackley                                         October 10, 2000
------------------------------------
Peter J. Rackley
Director


/s/ Joseph D. Sargent                                        October 10, 2000
------------------------------------
Joseph D. Sargent
Director


/s/ Frederick D. Watkins                                     October 10, 2000
------------------------------------
Frederick D. Watkins
Director


/s/ Stephen R. Wilcox                                        October 10, 2000
------------------------------------
Stephen R. Wilcox
Director



                                       8

<PAGE>



                                  EXHIBIT INDEX


Exhibit
  No.
-------

4.1     Specimen Stock Certificate (incorporated by reference from  Exhibit 4.2
        to the Company's Registration Statement on Form S-4 (File No.333-44290).

5.1     Opinion of Appleby Spurling & Kempe as to the legality of the securities
        offered.

23.1    Consent of Appleby Spurling & Kempe (included in Exhibit 5.1).

23.2    Consent of PricewaterhouseCoopers LLP.

23.3    Consent of Deloitte & Touche.

23.4    Consent of KMPG Peat Marwick.

24.1    Power of Attorney (included on page 6 of this Registration Statement).

99.1    Trenwick Group Inc. 1989 Stock Plan, as amended.

99.2    Trenwick Group Inc. 1993 Non-Employee Directors Stock Option Plan, as
        amended.

99.3    Trenwick Group Inc. 1993 Stock Option Plan, as amended.

99.4    Trenwick Group Inc. 1996 RB Stock Option Plan, as amended.

99.5    Chartwell Re 1993 Stock Option Plan, as amended.

99.6    Chartwell Re Corporation 1996 Non-Employee Directors Stock  Option Plan,
        as amended.

99.7    Chartwell Re Corporation 1997 Omnibus Stock Incentive Plan, as amended.

99.8    LaSalle Re Holdings Limited 1996 Long-Term Incentive Plan, as amended.





                                       9
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SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549
                                    --------

                                    FORM S-8

                             REGISTRATION STATEMENT

                                      UNDER

                           THE SECURITIES ACT OF 1933
                                 --------------

                               TRENWICK GROUP LTD.
             (Exact name of registrant as specified in its charter)

              Bermuda                                   98-0232340
--------------------------------------------------------------------------------
(State of incorporation or organization)    (I.R.S. Employer Identification No.)

              Continental Building
              25 Church Street
              Hamilton HM 12 Bermuda                        Not applicable
--------------------------------------------------------------------------------
 (Address of Principal Executive Offices)                     (Zip Code)

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

                                 COLEMAN D. ROSS
               EXECUTIVE VICE PRESIDENT & CHIEF FINANCIAL OFFICER
                               TRENWICK GROUP LTD.
                              CONTINENTAL BUILDING
                                25 CHURCH STREET
                                 HAMILTON HM 12
                                     BERMUDA
                                 (441) 292-3339
 (NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
                              OF AGENT FOR SERVICE)
                               ------------------

                       Trenwick Group Inc. 1989 Stock Plan
        Trenwick Group Inc. 1993 Non-Employee Directors Stock Option Plan
                   Trenwick Group Inc. 1993 Stock Option Plan
                  Trenwick Group Inc. 1996 RB Stock Option Plan
            LaSalle Re Holdings Limited 1996 Long-Term Incentive Plan
           Chartwell Re Corporation 1997 Omnibus Stock Incentive Plan
     Chartwell Re Corporation 1996 Non-Employee Directors Stock Option Plan
                      Chartwell Re 1993 Stock Option Plan
                           (Full titles of the plans)

                                       1
------------------

                         CALCULATION OF REGISTRATION FEE
  ==============================================================================

  Title of          Amount to be   Offering    Proposed maximum     Amount of
  Securities        Registered     price per   aggregate offering   registration
  to be             (1)(2)         share (3)   offering             fee
  registered                                   price (3)
  ----------------  -------------  ----------  ------------------   ------------

  Common Shares,     3,923,793      $23.2290     $91,145,787        $24,062.49
  par value $0.10
  per share
  (including the
  associated
  rights) (4)
  ==============================================================================

  (1) This Registration  Statement  also  covers  such  indeterminable number of
      additional Common Shares as may be issuable  pursuant  to the antidilution
      provisions of the Trenwick Group Inc. 1989 Stock Option Plan, the Trenwick
      Group Inc.  1993  Non-employee  Directors  Stock Option Plan, the Trenwick
      Group Inc. 1993 Stock Option Plan,  the Trenwick  Group Inc. 1996 RB Stock
      Option Plan,  the  Chartwell Re 1993 Stock  Option Plan, the Chartwell Re
      Corporation  1996  Non-Employee  Directors  Stock   Option  Plan  and  the
      Chartwell Re Corporation 1997 Omnibus Stock Incentive Plan.
  (2) Represents  80,503 Common Shares  issuable  under the Trenwick  Group Inc.
      1989 Stock Plan,  67,500 Common Shares  issuable  under the Trenwick Group
      Inc.  1993  Non-Employee  Directors  Stock Option Plan,  1,699,960  Common
      Shares  issuable  under the  Trenwick  Group Inc.  1993 Stock Option Plan,
      1,125 Common Shares  issuable  under the Trenwick Group Inc. 1996 RB Stock
      Option Plan,  865,095 Common Shares issuable under the LaSalle Re Holdings
      Limited 1996 Long-Term  Incentive  Plan,  420,910  Common Shares  issuable
      under the  Chartwell  Re 1993 Stock  Option  Plan,  41,250  Common  Shares
      issuable under the Chartwell Re Corporation  1996  Non-Employee  Directors
      Stock Option Plan and 747,450  Common Shares  issuable under the Chartwell
      Re Corporation 1997 Omnibus Stock Incentive Plan.
  (3) Pursuant to Rule 457(h)(1)  under the Securities Act of 1933, the offering
      price per share and the  proposed  maximum  aggregate  offering  price for
      previously issued restricted stock and authorized and unissued  securities
      under the plans have been  computed on the basis of the  average  high and
      low price of the Common Shares  reported on the New York Stock Exchange on
      October 6, 2000.  Also pursuant to Rule 457(h)(1) under the Securities Act
      of 1933, the proposed  offering price per share and the maximum  aggregate
      offering price for  previously  issued stock options have been computed on
      the basis of the price at which the options may be exercised.
  (4) Includes  associated  rights to purchase one  one-hundredths of a share of
      Trenwick Series A First Preferred Shares.  Until the occurrence of certain
      prescribed  events,  such  rights  are not  exercisable.  Such  rights are
      evidenced by the certificates  representing Trenwick common stock and will
      be transferred only with such shares.
  ------------------------------------------------------------------------------

                                       2
EXPLANATORY NOTE

This Registration Statement on Form S-8 (the "Registration  Statement") is filed
by Trenwick  Group Ltd. (the  "Company) in order to take into account the effect
of assumption of the Trenwick  Group Inc.  1989 Stock Plan,  the Trenwick  Group
Inc. 1993 Non-Employee Directors Stock Option Plan, the Trenwick Group Inc. 1993
Stock  Option Plan and the  Trenwick  Group Inc.  1996 RB Stock  Option Plan the
Chartwell  Re  1993  Stock  Option  Plan,  the  Chartwell  Re  Corporation  1996
Non-Employee  Directors  Stock Option Plan,  the Chartwell Re  Corporation  1997
Omnibus Stock Incentive Plan and  the LaSalle Re Holdings Limited 1996 Long-Term
Incentive Plan  (collectively,  the "Plans") in connection with the transactions
contemplated   by  the   Agreement,   Schemes   of   Arrangement   and  Plan  of
Reorganization,  dated as of December 19, 1999, amended and restated as of March
20,  2000 and  amended as of June 28,  2000,  by and among  LaSalle Re  Holdings
Limited, LaSalle Re Limited, Trenwick Group Inc. and the Company (formerly known
as Gowin Holdings International Limited).

                                    PART II.

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference.

         The  following  documents,  which  have  heretofore  been  filed by the
Company with the Securities and Exchange Commission (the "Commission")  pursuant
to the  Securities  Act  of 1933  as amended and the Securities Exchange Act of
1934, as amended (the "Exchange  Act"), are hereby incorporated by reference in
this Registration Statement:

         (a)  The  description  of the Company's  capital stock contained in the
Company's Registration Statement on Form S-4 (File no. 333-44290), including any
amendments or reports filed for the purpose of updating such description.

         (b)  The description of the Company's Preferred  Stock Purchase Rights,
contained in the Company's Form 8-A12B filed with  the Commission on  October 2,
2000 (File no. 001-16089).

         All documents filed by Trenwick with the Commission pursuant to Section
13(a),  13(c),  14 or 15(d)  of the  Exchange  Act,  prior  to the  filing  of a
post-effective  amendment that indicates that all securities offered hereby have
been sold or that  deregisters  all securities then remaining  unsold,  shall be
deemed to be incorporated by reference in this Registration  Statement and to be
a part hereof from the date of filing of such documents. Any statement contained
in a document  incorporated  or deemed to be  incorporated  by reference  herein
shall be deemed to be modified or superseded  for purposes of this  Registration
Statement  to the  extent  that a  statement  contained  herein  or in any other
subsequently filed document which also is deemed to be incorporated by reference
herein modifies or supersedes such statement.  Any such statement so modified or
superseded  shall  not be  deemed,  except  as so  modified  or  superseded,  to
constitute a part of this Registration Statement.

Item 4.  Description of Securities.

         Not applicable.

                                       3
Item 5.  Interests of Named Experts and Counsel.

         Appleby  Spurling & Kempe,  whose  legal  opinion  with  respect to the
securities registered hereunder is filed as Exhibit 5 hereto.

Item 6. Indemnification of Directors and Officers.

         Pursuant to the  provisions of the  Companies Act 1981 of Bermuda,  the
Company has adopted provisions in its Bye-Laws which require it to indemnify its
directors and officers in certain  circumstances  and  specifically to indemnify
its directors and officers against all amounts actually and reasonably  incurred
to the Company or its shareholders by reason of a breach of duty to the Company,
provided  that such  director  or  officer  acted in good  faith and in a manner
reasonably believed to be in or not opposed to the best interests of the Company
and, with respect to any criminal action, suit or proceeding,  had no reasonable
cause to believe that the conduct was unlawful,  and except for any claim, issue
or matter as to which such person shall have been finally  adjudged to be liable
for willful negligence,  willful default, fraud or dishonesty in the performance
of the duty to the Company.

         The Company also  maintains  insurance on its  directors  and officers,
which covers liabilities under the federal securities laws.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

         4.1      Specimen  Stock  Certificate (incorporated by  reference  from
                  Exhibit   4.2  to  the  Company's  Registration  Statement  on
                  Form S-4 (File no. 333-44290).

         5.1      Opinion of  Appleby Spurling & Kempe as to the legality of the
                  securities offered

         23.1     Consent of Appleby Spurling & Kempe (included in Exhibit 5.1).

         23.2     Consent of PricewaterhouseCoopers LLP.

         23.3     Consent of Deloitte & Touche

         23.4     Consent of KMPG Peat Marwick

         24.1     Power  of  Attorney  (included  on page 6 of this Registration
                  Statement).

         99.1     Trenwick Group Inc. 1989 Stock Plan, as amended.

         99.2     Trenwick Group Inc. 1993  Non-Employee  Directors Stock Option
                  Plan, as amended.

         99.3     Trenwick Group Inc. 1993 Stock Option Plan, as amended.

         99.4     Trenwick Group Inc. 1996 RB Stock Option Plan, as amended.

                                       4
99.5     Chartwell Re 1993 Stock Option Plan, as amended.

         99.6     Chartwell Re Corporation 1996  Non-Employee  Directors  Stock
                  Option Plan, as amended.

         99.7     Chartwell Re Corporation 1997 Omnibus Stock Incentive Plan, as
                  amended.

         99.8     LaSalle Re Holdings Limited 1996 Long-Term  Incentive Plan, as
                  amended.

Item 9.   Undertakings.

         The Company hereby undertakes:

         (a)(1) To file, during any period in which  offers or sales  are  being
                made, a post-effective amendment to this Registration Statement:

         (i)    To include any prospectus required by  Section 10(a)(3)  of  the
                Securities Act of 1933 (the "Securities Act");

         (ii)   To  reflect in the  prospectus any facts or events arising after
         the effective date of the Registration Statement  (or the  most  recent
         post-effective  amendment  thereof)  which,   individually  or  in  the
         aggregate,  represent a fundamental change in the information set forth
         in the  Registration  Statement.  Notwithstanding  the  foregoing,  any
         increase  or  decrease  in volume of  securities  offered (if the total
         dollar  value of  securities  offered  would not exceed  that which was
         registered) and any deviation from the low or high end of the estimated
         maximum offering range may be reflected in the form of prospectus filed
         with the Commission  pursuant to Rule 424(b) if, in the aggregate,  the
         changes in volume and price  represent no more than a 20 percent change
         in the maximum  aggregate  offering price set forth in the "Calculation
         of Registration Fee" table in the effective registration statement; and

         (iii) To include any material  information  with respect to the plan of
         distribution not previously disclosed in the Registration  Statement or
         any material change to such information in the Registration Statement;

         (2) That,  for the  purpose  of  determining  any  liability  under the
Securities Act, each such  post-effective  amendment shall be deemed to be a new
Registration  Statement  relating to the  securities  offered  therein,  and the
offering of such  securities at that time shall be deemed to be the initial bona
fide offering thereof.

         (3) To remove from registration by means of a post-effective  amendment
any of the securities  being registered that remain unsold at the termination of
the offering.

         (4)  That,  for  purposes  of  determining   any  liability  under  the
Securities  Act,  each filing of Trenwick's  annual  report  pursuant to Section
13(a) or Section 15(d) of the Exchange Act (and, where  applicable,  each filing
of an employee  benefit  plan's annual  report  pursuant to Section 15(d) of the
Exchange Act) that is  incorporated by reference in the  Registration  Statement
shall be deemed to be a new  Registration  Statement  relating to the securities
offered  therein,  and the  offering  of such  securities  at that time shall be
deemed to be the initial bona fide offering thereof.

                                       5
Insofar as indemnification for liabilities arising under the Securities
Act may be permitted to directors,  officers and controlling persons of Trenwick
pursuant to the  provisions  described  under Item 6 above,  or  otherwise,  the
Company  has  been  advised  that  in  the  opinion  of  the   Commission   such
indemnification  is against public policy as expressed in the Securities Act and
is,  therefore,  unenforceable.  In the event  that a claim for  indemnification
against  such  liabilities  (other  than the  payment by the Company of expenses
incurred or paid by a director, officer or controlling person of Trenwick in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
director,  officer or controlling person in connection with the securities being
registered,  Trenwick will,  unless in the opinion of its counsel the matter has
been  settled  by  controlling  precedent,  submit  to a  court  of  appropriate
jurisdiction the question whether such  indemnification  by it is against public
policy as  expressed  in the  Securities  Act and will be  governed by the final
adjudication of such issue.

                                   SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized,  in the City of  Hamilton,  Country of  Bermuda,  on the 10th day of
October 2000.

                                          TRENWICK GROUP LTD.

                                          By: /s/ James F. Billett, Jr.
                                             ---------------------------------
                                            James F. Billett, Jr.
                                            Chairman of the Board, President and
                                            Chief Executive Officer

                                POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE  PRESENTS,  that each officer and director of
Trenwick Group Ltd. whose  signature  follows  constitutes  and appoints each of
James F.  Billett,  Jr.  and  Coleman D. Ross as such  person's  true and lawful
attorney-in-fact  and agent, with full power of substitution and resubstitution,
for such  person and in such  person's  name,  place and  stead,  in any and all
capacities, to sign any and all amendments (including post-effective amendments)
of and supplements to this  Registration  Statement on Form S-8, and to file the
same, with all exhibits  thereto,  and other documents in connection  therewith,
with  the   Securities  and  Exchange   Commission,   granting  unto  each  such
attorney-in-fact  and agent full power and  authority to do and perform each and
every act and thing requisite and necessary to be done in and about the premises
to all intents  and  purposes  and as fully as such person  might or could do in
person,  hereby ratifying and confirming all that each such attorney-in-fact and
agent,  or a substitute or  substitutes,  may lawfully do or cause to be done by
virtue hereof.

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the date or dates indicated.

                                       6
Signature                                                  Date
         ---------                                                  ----

/s/ James F. Billett, Jr.                                    October 10, 2000
------------------------------------
James F. Billett, Jr.
Chairman of the Board, President and
Chief Executive Officer
(Principal Executive Officer)

/s/ Coleman D. Ross                                          October 10, 2000
------------------------------------
Coleman D. Ross
ExecutiveVice President and
Chief Financial Officer
(Principal Financial and Accounting Officer)

/s/ W. Marston Becker                                        October 10, 2000
------------------------------------
W. Marston Becker
Director

/s/ Anthony S. Brown                                         October 10, 2000
------------------------------------
Anthony S. Brown
Director

/s/ Richard E. Cole                                          October 10, 2000
------------------------------------
Richard E. Cole
Director

/s/ Robert M. DeMichele                                      October 10, 2000
------------------------------------
Robert M. DeMichele
Director

/s/ Robert V. Deutsch                                        October 10, 2000
------------------------------------
Robert V. Deutsch
Director

/s/ Neil Dunn                                                October 10, 2000
------------------------------------
Neil Dunn
Director

/s/ Clement S. Dwyer                                         October 10, 2000
------------------------------------
Clement S. Dwyer
Director

/s/ Frank E. Grzelecki                                       October 10, 2000
------------------------------------
Frank E. Grzelecki
Director

                                       7
/s/ P. Anthony Jacobs                                        October 10, 2000
------------------------------------
P. Anthony Jacobs
Director

/s/ Peter J. Rackley                                         October 10, 2000
------------------------------------
Peter J. Rackley
Director

/s/ Joseph D. Sargent                                        October 10, 2000
------------------------------------
Joseph D. Sargent
Director

/s/ Frederick D. Watkins                                     October 10, 2000
------------------------------------
Frederick D. Watkins
Director

/s/ Stephen R. Wilcox                                        October 10, 2000
------------------------------------
Stephen R. Wilcox
Director

                                       8
EXHIBIT INDEX

Exhibit
  No.
-------

4.1     Specimen Stock Certificate (incorporated by reference from  Exhibit 4.2
        to the Company's Registration Statement on Form S-4 (File No.333-44290).

5.1     Opinion of Appleby Spurling & Kempe as to the legality of the securities
        offered.

23.1    Consent of Appleby Spurling & Kempe (included in Exhibit 5.1).

23.2    Consent of PricewaterhouseCoopers LLP.

23.3    Consent of Deloitte & Touche.

23.4    Consent of KMPG Peat Marwick.

24.1    Power of Attorney (included on page 6 of this Registration Statement).

99.1    Trenwick Group Inc. 1989 Stock Plan, as amended.

99.2    Trenwick Group Inc. 1993 Non-Employee Directors Stock Option Plan, as
        amended.

99.3    Trenwick Group Inc. 1993 Stock Option Plan, as amended.

99.4    Trenwick Group Inc. 1996 RB Stock Option Plan, as amended.

99.5    Chartwell Re 1993 Stock Option Plan, as amended.

99.6    Chartwell Re Corporation 1996 Non-Employee Directors Stock  Option Plan,
        as amended.

99.7    Chartwell Re Corporation 1997 Omnibus Stock Incentive Plan, as amended.

99.8    LaSalle Re Holdings Limited 1996 Long-Term Incentive Plan, as amended.

                                       9