Securities and Exchange Commission

                              Washington, DC 20549

                  Under the Securities and Exchange Act of 1934
                                  Schedule 13G

                                                                
                                 Amendment No. 1
                              Global Crossing Ltd.
                                (Name of Issuer)

                                  Common Stock
                         (Title of Class of Securities )

                                    G3921A100
                                 (CUSIP NUMBER)

                    Date of Event which Requires this filing
                                February 14, 1999

     Check the Appropriate Box to designate the Rule pursuant to which this
                               schedule is filed:
                                    13d-1(d)


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1)         Name of Reporting Person:        Hillel Weinberger

           SS or IRS Identification         ###-##-####
           Nos. of Above Persons:

2)         Check the Appropriate Box     (a)       (b) X
           If A Member of Group
           (See Instructions)

3)         SEC Use Only

4)         Citizenship or Place of Organization      United States

           Number of             (5)  Sole Voting               21,102,585
           Shares
           Beneficially Owned    (6)  Shared Voting             243,315
           by Each Reporting
           Person With:          (7)  Sole Dispositive Power    21,102,585

                                 (8)  Shared Dispositive Power: 243,315

9)         Aggregate Amount Beneficially
           Owned by Each Reporting Person                       21,345,900 

10)        Check if the Aggregate Amount in Row (9)
           Excludes Certain Shares (See Instructions)           

11)        Percent of Class
           Represented By Amount in Row 9                       10.4%

12)        Type of Reporting
           Person (See Instructions)                            IN


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Item 1(a)  Name of Issuer.          Global Crossing Ltd.

Item 1(b)  Address of Issuer's Principal Executive Offices

                        Global Crossing Ltd.
                        Wessex House
                        45 Reed Street
                        Hamilton, 11M12
                        BERMUDA

Item 2(a)  Name of Persons Filing:      Hillel Weinberger

Item 2(b)  Address of Principal Business Office:

           667 Madison Avenue, New York, NY 10021

Item 2(c)  Citizenship:

           United States  

Item 2(d)  Title of Class of Securities:    Common Stock

Item 2(e)  CUSIP Number.                    G3921A100

Item 3.    The person filing this statement pursuant to Rule 13-1(b) or
           13d-2 are each:

           Inapplicable 


Item 4.    Ownership.

Continental  Casualty Company,  an Illinois insurance  company,  owns 20,037,585
shares of common stock of Global  Crossing Ltd. Under Illinois law, assets owned
by an  insurance  company  remain  solely  under  the  control  of the  board of
directors of the insurance  company.  Mr. Weinberger manages the portfolio owned
by Continental  Casualty Company which holds the common stock of Global Crossing
Ltd. Under certain SEC rules and  interpretations,  Mr.  Weinberger is deemed to
have sole  power to vote and  dispose  of such  shares as a  consequence  of his
management  of  Continental   Casualty  Company's   portfolio.   Mr.  Weinberger
specifically  disclaims  beneficial  ownership  of these  shares  for any  other
purpose.

As the trustee  holding  investment  authority for Global Crossing Trust 1998, a
New York trust, Mr. Weinberger is deemed under SEC rules and  interpretations to
have sole power to vote and dispose of the 1,050,000  shares of the common stock
of  Global  Crossing Ltd.  owned by the  Trust.  Mr.  Weinberger  specifically
disclaims ownership of these shares for any other purpose.

As one of two  general  partners  of  Global  Crossing  Partners,  a New  Jersey
partnership,  Mr. Weinberger is deemed, under SEC rules and interpretations,  to
hold shared power to vote and dispose of the 243,315 shares of Global  Crossing
Ltd. owned by the Partnership.  Mr. Weinberger  specifically disclaims ownership
of these shares for any other purpose.

Mr.  Weinberger  owns  options to acquire  15,000  shares of the common stock of
Global Crossing Ltd. immediately exercisable. For purposes of this report, these
option are reported as if exercised.

Continental  Casualty  Company,  Global Trust 1998, Global Crossing Partners and
Mr. Weinberger specifically disclaim that they are operating as a "group" within
the meaning of the Securities Exchange Act of 1934.



(a)   Amount Beneficially Owned:       21,345,900

(b)   Percent of Class                 10.4



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Item 4.


(c)   Number of shares as to which such person has:

     (i)   sole power to vote or
           to direct the vote                21,087,585


     (ii)  shared power to vote
           or to direct vote                 243,315

    (iii)  sole power to dispose or
           to direct disposition of          21,087,585
     
     (iv)  shared power to dispose 
           or to direct disposition          243,315

Item 5.    Ownership of Five Percent or Less of a Class.

           Inapplicable.

Item 6.    Ownership of More than Five Percent on Behalf of Another Person.

           Inapplicable.

Item 7.    Identification and Classification of the Subsidiary which Acquired
           the Security Being Reported On By the Parent Holding Company.

           Inapplicable.

Item 8.    Identification and Classification of Members of the Group.

           Inapplicable.

Item 9.    Notice of Dissolution of the Group.

           Inapplicable.

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Item 10.   Certification of Hillel Weinberger.

By signing below I certify  that,  to the best of my knowledge  and belief,  the
securities  referred to above were  acquired in the ordinary  course of business
and were not  acquired for the purpose of and do not have the effect of changing
or  influencing  the  control  of the  issuer  of such  securities  and were not
acquired in connection with or as a participant in any transactions  having such
purposes or effect.

After reasonable  inquiry and to the best of my knowledge and believe, I certify
that the information set forth in this statement is true, complete and correct.


February 23, 1999
             Date

/s/ Hillel Weinberger
             Signature

Hillel Weinberger