SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                               AMENDMENT NO. 1 TO
                                    FORM 10-K

  X      Annual Report Pursuant to Section 13 or 15(d) of
-----
         The Securities Exchange Act of 1934

For the fiscal year ended December 31, 2000

                                       Or

         Transition Report Pursuant to Section 13 or 15(d) of
-----
         The Securities Exchange Act of 1934

                         Commission file number 33-6534

                 MOTORS MECHANICAL REINSURANCE COMPANY, LIMITED
             (Exact name of registrant as specified in its charter)

         Barbados                               Not Applicable
(State or other jurisdiction             (I.R.S. employer identification
of incorporation or organization)                   number)


One Financial Place

Collymore Rock                                  Not Applicable
St. Michael, Barbados, W.I.                       (Zip Code)
(Address of principal
executive offices)

Registrant's telephone number, including area code (246) 436-4895



Securities registered pursuant to Section 12(b) of the Act:

                                                           Name of each

Title of each class                                Exchange on which registered

         None                                                   None



Securities registered pursuant to Section 12(g) of the Act:

                                      None

     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange



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Act of 1934  during the  preceding  12 months (or such  shorter  period that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. YES X No

     Indicate by check mark if disclosure of delinquent  filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ X ]

     Aggregate  market value of the voting stock held by  non-affiliates  of the
registrant as of March 1, 2001, was $1,942,500.*

     Indicate  the  number of  shares  outstanding  of each of the  registrant's
classes of common stock, as of the latest practicable date.

                         Class                          As of March 1, 2001
                         -----                          -------------------

         Common Stock, no-par value                           2,000
         Participating Stock, no-par value                   25,900







* Based on current offering price of $75 per share.



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     This Amendment No. 1 to the Registrant's Annual Report on Form 10-K for the
year ended  December 31, 2000 (the "Form 10-K") is being filed  exclusively  for
the purpose of filing as an exhibit to the Form 10-K,  proxy  materials  sent to
the Registrant's  shareholders with respect to an annual meeting of shareholders
to be held on May 9, 2001,  which  materials  were provided to the  Registrant's
shareholders  subsequent  to the filing of the Form 10-K.  These  materials  are
filed as Exhibit 20(a) to this Amendment.




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                                     Part IV

Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

     (a)  Index to Document List

          (1)  Financial Statements

               The following are included in Item 8:

                    (i)  Independent Auditors' Report.

                    (ii) Balance Sheets, December 31, 2000 and 1999.

                    (iii)Statements  of Income  and  Retained  Earnings  for the
                         years ended December 31, 2000, 1999 and 1998.

                    (iv) Statements  of Cash Flows for the years ended  December
                         31, 2000, 1999, and 1998.

                    (v)  Statement  of Changes in  Shareholders'  Equity for the
                         years ended December 31, 2000, 1999 and 1998.

                    (vi) Notes to Financial Statements.

          (2)  Financial Statement  Schedules.  Schedules are omitted because of
               the absence of the  conditions  under which they are  required or
               because the  information  required is presented in the  financial
               statements or related notes.

          (3)  Exhibits. The following exhibits are included in response to Item
               14(c):

          3(a) Restated Articles of Incorporation  and amendments  thereto filed
               by reference to Exhibit 3(I) to Quarterly Report on Form 10Q File
               No. 33-6534 for the quarterly period ended June 30, 1996.

          3(b) By-laws of the Company  dated June 6, 1986 filed by  reference to
               Exhibit 3(b) of the Registration  Statement on Form S-1, File No.
               33-6534, dated June 18, 1986.

          4    Specimen  Participating  Stock  Certificate filed by reference to
               Exhibit 4 of Amendment  No. 1 to  Registration  Statement on Form
               S-1, File No. 33-6534, dated February 12, 1987.

          10(a)Form  of  Principal   Retrocession   Agreement   between   Motors
               Insurance Corporation and Registrant filed by reference to





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               Exhibit 10(a) of the Registration Statement on Form S-1, File No.
               33-6534, dated June 18, 1986.

          10(b)Form  of  Supplemental   Retrocession  Agreement  between  Motors
               Insurance  Corporation  and  Registrant  filed  by  reference  to
               Exhibit 10(b) of the Registration Statement on Form S-1, File No.
               33-6534 dated June 18, 1986.

          10(c)Specimen Stock Purchase  Agreement  filed by reference to Exhibit
               10(c) to Amendment No. 2 to  Registration  Statement on Form S-1,
               File No. 33-6534, dated May 22, 1987.

          10(d)Amended and Restated Stock Purchase  Agreement between Registrant
               and Motors  Insurance  Corporation  filed by reference to Exhibit
               10(d) to Amendment No. 1 to  Registration  Statement on Form S-1,
               File No. 33-6534, dated February 12, 1987.

          10(e)Insurance   Management   Agreement  between  Registrant  and  Aon
               (formerly   Alexander)   Insurance   Managers   (Barbados)  Ltd.,
               effective  January 1, 1996 filed by reference to Exhibit 10(e) to
               Annual  Report on Form 10K,  File No.  33-6534 for the year ended
               December 31, 1996.

          10(f)Investment  Management Agreement between Registrant and BlackRock
               International, Ltd. filed by reference to Exhibit 10(f) to Annual
               Report on Form 10-K, File No. 33-6534 for the year ended December
               31, 2000.

          20(a)Proxy  solicitation  materials sent to shareholders in connection
               with annual meeting held on May 9, 2001.

          27   Financial Data Schedule.

          28(c)Certificate of Barbados  Residency  filed by reference to Exhibit
               28(c) to Amendment No. 1 to  Registration  Statement on Form S-1,
               File No. 33-6534, dated June 18, 1986.

          99(a)Certification  Form  filed  by  reference  to  Exhibit  28(a)  to
               Amendment No. 2 to  Registration  Statement on Form S-1, File No.
               33-6534, dated June 18, 1986.

          99(b)Guarantee  issued by the Minister of Finance of Barbados filed by
               reference  to Exhibit  99(b) to Amendment  No. 2 to  Registration
               Statement on Form S-2, File No. 33-60105, dated April 23, 1996.


     (b)  Reports  on Form 8-K.  No reports  on Form 8-K for the  quarter  ended
          December 31, 2000 have been filed.






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                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                  MOTORS MECHANICAL REINSURANCE COMPANY, LIMITED

                                                 (Registrant)


                                             By s/Ronald W. Jones
                                                -----------------
                                                Ronald W. Jones
                                                Vice-President, Finance

                                             Date:  April 18, 2001