UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED:   JUNE 30, 1997

                                       OR

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM ................. TO ....................

COMMISSION FILE NUMBER:  0-27662

                               IPC HOLDINGS, LTD.
             (Exact name of registrant as specified in its charter)


         BERMUDA                               NOT APPLICABLE
--------------------------------      ---------------------------------------

(State or other jurisdiction of               (I.R.S. Employer
incorporation or organization)              Identification No.)



   AMERICAN INTERNATIONAL BUILDING, 29 RICHMOND ROAD, PEMBROKE, HM 08, BERMUDA
--------------------------------------------------------------------------------
                    (Address of principal executive offices)



                                 (441) 295-2121
              ----------------------------------------------------
              (Registrants telephone number, including area code)




    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 Act of
1934 during the preceding 12 months (or for 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 ........


The number of outstanding shares of IPC Holdings, Ltd. common stock, par value
U.S. $0.01 per share, as of August 7, 1997 was 25,017,307.



                                 TOTAL PAGES 15
                        EXHIBIT INDEX LOCATED ON PAGE 13


<PAGE>



                          PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS
<TABLE>
<CAPTION>

                                           IPC HOLDINGS, LTD. AND SUBSIDIARIES
                                              CONSOLIDATED BALANCE SHEETS

   
                    (Expressed in thousands of United States dollars, except for per share amounts)
    



                                                                        As of                      As of
                                                                   June 30, 1997            December 31, 1996
                                                                   -------------            -----------------
                                                                     (unaudited)                (audited)

<S>                                                                    <C>                          <C>
ASSETS:

Fixed maturity investments:
    Available for sale, at fair market value (Amortized
    cost 1997: $432,612, 1996:  $254,890)                               $428,926                     $250,992
    Held to maturity, at amortized cost (Fair market value
    1997:  $0; 1996:  $229,464)                                                0                      229,057
Equity investments, at fair market value (Cost 1997: $79,564;
    1996: 0)                                                              78,594                            0
Cash and cash equivalents                                                 11,586                       23,797
Reinsurance balances receivable (Related party 1997:
    $6,583; 1996: $3,799)                                                 55,577                       25,687
Accrued investment income                                                 11,212                       15,015
Deferred acquisition costs                                                 5,592                        2,354
Prepaid expenses and other assets                                          2,732                        1,179
                                                                       ---------                    ---------
                TOTAL ASSETS                                            $594,219                     $548,081
                                                                       =========                    =========

LIABILITIES:

Reserve for losses and loss adjustment expenses                          $28,082                      $28,483
Unearned premiums                                                         55,744                       21,898
Accounts payable and accrued liabilities (Related party
    1997: $1,243; 1996: $794)                                              2,616                        1,565
                                                                       ---------                    ---------
                TOTAL LIABILITIES                                         86,442                       51,946
                                                                       ---------                    ---------

SHAREHOLDERS' EQUITY:

   
Share capital (1997: 25,017,103 shares, par value U.S. $0.01,
1996: 25,000,000 shares, par value U.S.$0.01, outstanding)                   250                         250
Additional paid in capital                                               299,525                     299,267
Unrealized gain (loss) on investments                                     (4,656)                     (3,898)
Retained earnings                                                        212,658                     200,516
    
                                                                       ---------                    ---------
                TOTAL SHAREHOLDERS' EQUITY                               507,777                      496,135
                                                                       ---------                    ---------
                TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY              $594,219                     $548,081
                                                                        ========                     ========
</TABLE>

           See accompanying Notes to Consolidated Financial Statements



                                       2
<PAGE>

<TABLE>
<CAPTION>

                        IPC HOLDINGS, LTD. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME

   
                           (Expressed in thousands of United States dollars, except for per share amounts)
    




                                                   Quarter Ended June 30,                    Six Months Ended June 30,
                                                   ----------------------                    -------------------------
                                                  1997              1996                     1997                    1996
                                                  ----              ----                     ----                    ----
                                             (unaudited)         (unaudited)             (unaudited)              (unaudited)
<S>                                           <C>             <C>                        <C>                     <C>

REVENUES:

Premiums written                                    $18,159         $18,742                   $89,574               $80,550
Change in unearned premiums                           9,162           9,001                   (33,846)              (24,974)
                                              --------------  -------------              ------------           -----------
Premiums earned                                      27,321          27,743                    55,728                55,576
Net investment income                                 8,001           7,146                    15,603                13,872
Realized capital gains (losses), net                 (1,854)           (875)                   (2,176)                2,628
                                              --------------  -------------              ------------           -----------
TOTAL REVENUES                                       33,468          34,014                    69,155                72,076
--------------
                                              --------------  -------------              ------------           -----------

EXPENSES:

Losses and loss adjustment expenses                   2,718           3,568                     5,182                10,202
Acquisition costs                                     3,070           3,006                     5,949                 5,663
General and administrative expenses                   1,990           3,437                     4,046                 5,639
Exchange (gain) loss, net                               162             822                       938                   347
                                               -------------  -------------              ------------           -----------
TOTAL EXPENSES                                        7,940          10,833                    16,115                21,851
                                               -------------  -------------              ------------           -----------
NET INCOME                                          $25,528         $23,181                   $53,040               $50,225
                                               =============  =============              ============           ===========

Net income per common share                           $0.96          $0.89                      $2.01                $1.93

Weighted average number of common shares         26,489,514      26,061,236                26,418,045            26,028,363

Dividends declared per share                        $1.3175         $0.2875                    $1.635              $0.2875

</TABLE>

           See accompanying Notes to Consolidated Financial Statements





                                       3
<PAGE>


<TABLE>
<CAPTION>
                        IPC HOLDINGS, LTD. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                (Expressed in thousands of United States dollars)



                                                                  Six Months Ended June 30,
                                                                  -------------------------
                                                                 1997                   1996
                                                                 ----                   ----
                                                             (unaudited)            (unaudited)
<S>                                                       <C>                    <C>
CASH FLOWS FROM OPERATING ACTIVITIES:

Net income                                                       $53,040               $50,225
Adjustments to reconcile net income to cash provided
    by operating activities:
    Amortization of investment premium, net                          934                 1,791
    Realized capital (gains) losses, net                           2,176                (2,628)
    Changes in, net:
       Reinsurance balances receivable                           (29,890)              (22,035)
       Accrued investment income                                   3,803                  (229)
       Deferred acquisition costs                                 (3,238)               (2,623)
       Prepaid expenses and other assets                          (1,553)                 (636)
       Reserve for losses and loss adjustment expenses              (401)                 (134)
       Unearned premiums                                          33,846                 24,974
       Accounts payable and accrued liabilities                    1,051                     73
                                                          --------------         --------------
                                                                  59,768                 48,778
                                                          --------------         --------------

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of equity investments                                   (79,564)                     0
Purchases of fixed maturity investments:
    Available for sale                                          (117,912)              (274,055)
    Held to maturity                                             (17,814)               (27,761)
Proceeds from sales of fixed maturity investments:
    Available for sale                                           143,601                241,542
    Held to maturity                                                   0                      0
Proceeds from maturities of fixed maturity investments:
    Available for sale                                            16,600                      0
    Held to maturity                                              23,750                 13,000
                                                          --------------         --------------
                                                                 (31,339)               (47,274)
                                                          --------------         --------------

CASH FLOWS FROM FINANCING ACTIVITIES:

Additional share capital                                             258                      0
Cash dividends paid to shareholders                              (40,898)                (7,187)
                                                          --------------         --------------
                                                                 (40,640)                (7,187)
                                                          --------------         --------------
Net increase (decrease) in cash and cash equivalents             (12,211)                (5,683)
Cash and cash equivalents at beginning of period                  23,797                 18,109
                                                          --------------         --------------
Cash and cash equivalents at end of period                       $11,586                $12,426
                                                          ==============         ==============
</TABLE>

           See accompanying Notes to Consolidated Financial Statements





                                       4
<PAGE>


                        IPC HOLDINGS, LTD. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 (Expressed in thousands of United States dollars, except for per share amounts)
                                   (unaudited)


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



1.  GENERAL:

    The consolidated  interim  financial  statements  presented herein have been
    prepared  on the  basis  of  United  States  generally  accepted  accounting
    principles  ("GAAP") and include the  accounts of IPC  Holdings,  Ltd.  (the
    "Company")  and  its  wholly  owned   subsidiary,   International   Property
    Catastrophe  Reinsurance  Company,  Ltd.  ("IPC  Re"),  and IPC Re  Services
    Limited  (together  with the Company and IPC Re,  "IPC").  In the opinion of
    management,  these financial statements reflect all adjustments  (consisting
    of normal  recurring  accruals)  necessary  for a fair  presentation  of the
    results of  operations  for the three and six month  periods  ended June 30,
    1997 and 1996, the balance sheet at June 30, 1997 and the cash flows for the
    six month periods ended June 30, 1997 and 1996.  These interim  consolidated
    financial  statements  should  be  read  in  conjunction  with  the  audited
    consolidated  financial statements for the year ended December 31, 1996. The
    results of operations for any interim period are not necessarily  indicative
    of results for the full year.

2.  INVESTMENTS:

    In June, 1997, the Company purchased shares of stock in all of the companies
    which comprise the Standard & Poor's 500 Index ("S. & P. 500").
    The number of shares of stock purchased was such that their weighting within
    the Company's  portfolio  would match the weighting of each stock within the
    index. The total amount invested in this manner was  approximately  $80,000,
    and this was  financed  with cash on hand and  through  the sale of  certain
    fixed income  securities  within the "available for sale" portfolio.  Equity
    investments are carried at market value, and unrealized gains and losses are
    included as a separate component of shareholders' equity.

    As of June 30,  1997,  the  Company  reclassified  the  portion of its fixed
    income investment portfolio  previously  classified as "held to maturity" as
    "available  for sale",  as  defined in  Statement  of  Financial  Accounting
    Standard No. 115. All fixed income investments  classified as Available  for
    sale  are carried at market value.  Unrealized gains and losses are included
    as a  separate  component  of  shareholders'  equity.  As a  result  of  the
    reclassification, both total assets and shareholders' equity were reduced by
    approximately  $500,  representing the net unrealized loss on the securities
    at the date of the transfer.

3.  DIVIDENDS:

    On February 28, 1997,  the  Directors  approved the payment of a dividend of
    $0.3175 per share on March 27, 1997, to  shareholders of record on March 11,
    1997.

   
    On April 25, 1997,  the Directors  approved the payment of an  extraordinary
    dividend of $1.00 per share, in addition to a quarterly  dividend of $0.3175
    per share on June 26, 1997, to shareholders of record on June 10, 1997.
    

    On July 28, 1997,  the Directors  declared a quarterly  dividend of $0.3175,
    payable on September  25, 1997,  to  shareholders  of record on September 9,
    1997.

4.  NET INCOME PER SHARE:

   
    Net income per share is  computed  by  dividing  net income by the  weighted
    average  number  of shares of common  stock  and  common  stock  equivalents
    outstanding  during the period.  Stock options held by a shareholder  of the
    Company were  considered  common stock  equivalents and were included in the
    weighted average shares  outstanding using the 






                                       5
<PAGE>

    treasury  stock method.  Stock options  granted to employees on February 15,
    1996, July 25, 1996 and January 2 , 1997 were also  considered  common stock
    equivalents for the purpose of computing net income per share.

    In February 1997, the Financial  Accounting Standards Board issued Statement
    of Financial  Accounting  Standard No. 128,  "Earnings per Share" (SFAS 128)
    which is effective for financial  statements issued for periods ending after
    December 15, 1997. SFAS 128 replaces the  presentation of primary EPS with a
    presentation  of basic  EPS and  requires  dual  presentation  of basic  and
    diluted  EPS  on the  face  of  the  income  statement.  SFAS  128  requires
    restatement of all prior-period EPS data presented.

    The Company will comply with the requirements of SFAS 128 beginning with its
    annual  financial  statements for the year ending December 31, 1997. For the
    quarters and six month periods  ended June 30, 1997 and 1996,  respectively,
    under  SFAS 128 the  Company  would  have  reported  earnings  per  share as
    follows:
    


                   Quarter Ended June 30,          Six Months ended June 30,

                    1997           1996           1997                    1996
                    ----           ----           ----                    ----

Basic EPS           $1.02         $0.93           $2.12                   $2.01

Diluted EPS         $0.96         $0.89           $2.01                   $1.93







                                       6
<PAGE>




ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS 
        OF OPERATIONS


      RESULTS OF OPERATIONS, QUARTERS ENDED JUNE 30, 1997 AND 1996

   
    In the quarters  ended June 30, 1997 and 1996,  IPC wrote  premiums of $18.2
    million and $18.7  million,  respectively,  a decrease  of 3.1%.  IPC Re had
    better signings from existing clients and selectively wrote business for new
    clients,  although these increases were more than offset by rate reductions,
    generally  in the  region  of 15%,  but as high as 20% in some  cases  where
    retentions were higher. There were also some declinatures of marine business
    where  premium  rates had  fallen to  unacceptable  levels,  as well as some
    reductions as a result of changing  exchange rates.  Premiums  earned in the
    three  months  ended June 30,  1997 were $27.3  million,  compared  to $27.7
    million in the same period in 1996, a decrease of 1.5%.

    Investment  income was $8.0  million  in the  quarter  ended June 30,  1997,
    compared to $7.1 million for the quarter ended June 30, 1996, an increase of
    12.0%. This increase was due to the increased average investment base, which
    was 11.8% larger.

    There was a net realized  loss from the sale of  investments  in the quarter
    ended  June 30,  1997 of $1.9  million,  compared  to a net loss in the same
    period of 1996 of $0.9 million. Net realized gains and losses fluctuate from
    period  to  period,   depending  on  the  individual   securities  sold,  as
    recommended by IPC's investment advisor.

    In the three months ended June 30, 1997,  incurred losses were $2.7 million,
    compared to $3.6 million in the  corresponding  period last year.  There was
    very little claim activity in the three months ended June 30, 1997, with the
    majority of the incurred losses related to reserves  established for current
    year property, marine and aviation business, offset by reductions from prior
    year claims.  Accordingly,  IPC's loss and loss expense  ratio (the ratio of
    losses and loss adjustment expenses to premiums earned) was 10.0%,  compared
    to 12.9% in the corresponding period of 1996.

    Acquisition  costs  incurred,  which consist  primarily of  commissions  and
    brokerage fees paid to intermediaries  for the production of business,  were
    $3.1 million for the quarter  ended June 30, 1997,  compared to $3.0 million
    in the same period of 1996.  Certain contracts have been written with profit
    commission clauses,  which return a portion of the net underwriting  profits
    generated  from those  contracts as a commission to the  insureds.  This has
    resulted in an increase in the level of acquisition  cost as a percentage of
    premiums earned.  General and  administrative  expenses were $2.0 million in
    the  quarter  ended June 30,  1997,  in  comparison  to $3.4  million in the
    corresponding  period in 1996. In 1996, general and administrative  expenses
    included  $1.6 million  incurred in  connection  with the  Company's bid for
    Tempest  Reinsurance  Company  Limited.  IPC's  expense  ratio (the ratio of
    acquisition  costs plus  general  and  administrative  expenses  to premiums
    earned) was 18.5% for the quarter  ended June 30, 1997 compared to 23.2% for
    the corresponding period in 1996.
    

    The following  table  summarizes  the loss and loss expense  ratio,  expense
    ratio and combined ratio (sum of loss and loss expense  ratio,  plus expense
    ratio) for the three months ended June 30, 1997 and 1996, respectively:

                                            Quarter ended June 30,
                                            ----------------------
                                         1997                   1996
                                         ----                   ----
    Loss & Loss Expense Ratio          10.0%                  12.9%
    Expense Ratio                      18.5%                  23.2%
    Combined Ratio                     28.5%                  36.1%

   
    Net  income for the three  months  ended  June 30,  1997 was $25.5  million,
    compared to $23.2 million for the corresponding  period in 1996, an increase
    of 10.1%.  Excluding the effects of realized  gains and losses  arising from
    the sale of investments, net operating income for the second quarter of 1997
    was $27.4 million, compared to $24.1 million for the second quarter of 1996,
    an increase of 13.8%.
    




                                       7
<PAGE>


    RESULTS OF OPERATIONS, SIX MONTHS ENDED JUNE 30, 1997 AND 1996

   
    In the six months ended June 30, 1997 and 1996,  IPC wrote premiums of $89.6
    million and $80.6 million,  respectively, an increase of 11.2%. IPC Re wrote
    business  for new clients and had better  signings  from  existing  clients,
    although the increase was partly offset by rate reductions, typically of 10%
    to 15% but as high as 20%, in some cases. New business included $4.1 million
    of written  premiums  from the  California  Earthquake  Authority.  Premiums
    earned in the six months ended June 30, 1997 were $55.7 million, compared to
    $55.6  million in the same period in 1996,  an  increase  of 0.3%.  Premiums
    earned  did not grow  proportionately  to  written  premiums,  because  some
    programs were written which had policy periods greater than twelve months.

    Investment  income was $15.6  million in the six months ended June 30, 1997,
    compared  to $13.9  million  for the six  months  ended  June 30,  1996,  an
    increase of 12.5%.  This increase was primarily due to the increased average
    investment base, which was 11.7% larger.

    There was a net realized loss from the sale of investments in the six months
    ended  June 30,  1997 of $2.2  million,  compared  to a net gain in the same
    period of 1996 of $2.6 million. Net realized gains and losses fluctuate from
    period  to  period,   depending  on  the  individual   securities  sold,  as
    recommended by IPC's investment advisor.

    In the six months ended June 30, 1997,  incurred  losses were $5.2  million,
    compared to $10.2 million in the  corresponding  period last year. There was
    comparatively  little claim  activity in the six months ended June 30, 1997,
    with the majority of the incurred losses related to reserves established for
    current year property,  marine and aviation  business,  offset by reductions
    from prior year claims. Accordingly,  IPC's loss and loss expense ratio (the
    ratio of losses and loss adjustment  expenses to premiums  earned) was 9.3%,
    compared to 18.4% in the corresponding period of 1996.

    Acquisition  costs  incurred,  which consist  primarily of  commissions  and
    brokerage fees paid to intermediaries  for the production of business,  were
    $5.9  million  for the six months  ended  June 30,  1997,  compared  to $5.7
    million in the same period of 1996. Certain contracts have been written with
    profit  commission  clauses,  which return a portion of the net underwriting
    profits generated from those contracts as a commission to the insureds. This
    has resulted in an increase in the level of acquisition cost as a percentage
    of premiums earned. General and administrative expenses were $4.0 million in
    the six months ended June 30,  1997,  in  comparison  to $5.6 million in the
    corresponding  period in 1996. In 1996, general and administrative  expenses
    included $0.4 million in respect of the Company's  initial public  offering,
    and $1.6 million  incurred in connection  with the Company's bid for Tempest
    Reinsurance  Company Limited.  IPC's expense ratio (the ratio of acquisition
    costs plus general and administrative expenses to premiums earned) was 17.9%
    for  the  six  months  ended  June  30,  1997  compared  to  20.3%  for  the
    corresponding period in 1996.
    

    The following  table  summarizes  the loss and loss expense  ratio,  expense
    ratio and  combined  ratio for the six months  ended June 30, 1997 and 1996,
    respectively:

                                           Six months ended June 30,
                                           -------------------------
                                           1997                  1996
                                           ----                  ----
    Loss & Loss Expense Ratio             9.3%                  18.4%
    Expense Ratio                        17.9%                  20.3%
    Combined Ratio                       27.2%                  38.7%

   
    Net  income  for the six  months  ended  June 30,  1997 was  $53.0  million,
    compared to $50.2 million for the corresponding  period in 1996, an increase
    of 5.6%. Excluding the effects of realized gains and losses arising from the
    sale of  investments,  net  operating  income for the first half of 1997 was
    $55.2  million,  compared to $47.6  million  for the first half of 1996,  an
    increase of 16.0%.
    






                                       8
<PAGE>



LIQUIDITY AND CAPITAL RESOURCES

   
    The Company's  cash flows will continue to rely  primarily on cash dividends
    and reimbursement of expenses from IPC Re. The dividends that IPC Re may pay
    are limited under Bermuda legislation. The Bermuda Insurance Act of 1978 and
    subsequent  amendments thereto require IPC Re to maintain a minimum solvency
    margin and a minimum liquidity ratio. The maximum dividend payable by IPC Re
    in  accordance   with  these   restrictions   as  of  January  1,  1997  was
    approximately $123.5 million.

    IPC Re's sources of funds consist of premiums written, investment income and
    proceeds from sales and redemptions of  investments.  Cash is used primarily
    to pay losses and loss adjustment expenses,  brokerage  commissions,  excise
    taxes, general and administrative expenses and dividends.  The potential for
    a large  catastrophe means that  unpredictable and substantial  payments may
    need to be made within relatively short periods of time. Hence the Company's
    cash flows may fluctuate significantly from period to period.
    

    Cash flows from  operating  activities  in the first six months of 1997 were
    $59.8  million  compared  to $48.8  million in the first six months of 1996,
    which represents an increase of 22.5%.

   
    Net cash flows used in investing  activities in the first six months of 1997
    were $31.3 million. In addition, dividends totalling $40.9 million were paid
    to  shareholders  on  March  27,  1997  and  June  26,  1997.  Cash and cash
    equivalents  decreased  by $12.2  million in the six months,  resulting in a
    balance of $11.6 million at June 30, 1997. At June 30, 1997,  60.0% of IPC's
    fixed income  portfolio  (based on market  value) was held in United  States
    Treasury notes and in securities rated AAA. The average modified duration of
    IPC's fixed income portfolio was 3.4 years. As of June 30, 1997, the Company
    reclassified the portion of its fixed income investment portfolio previously
    classified  as "held to maturity"  as  "available  for sale",  as defined in
    Statement  of Financial  Accounting  Standard  No. 115. In June,  1997,  the
    Company purchased shares of stock in all of the companies which comprise the
    S. & P. 500.  The  number of shares of stock  purchased  was such that their
    weighting  within the Company's  portfolio would match the weighting of each
    stock within the index. The total cost of such investment was  approximately
    $80 million, and this was financed with cash on hand and through the sale of
    certain fixed income  securities  within the "available for sale" portfolio.
    The Company's  portfolio does not contain any  investments in real estate or
    mortgage loans.  Management believes that, given the relatively high quality
    of its  portfolio,  adequate  market  liquidity  exists to meet  IPC's  cash
    demands.

    Neither  the  Company  nor IPC Re has any  material  commitment  for capital
    expenditures.
    

    NOTE ON FORWARD-LOOKING STATEMENTS

   
    This Report contains certain  forward-looking  statements within the meaning
    of Section 27A of the Securities Act of 1933, as amended, and Section 21E of
    the Exchange  Act.  Forward-looking  statements  are  statements  other than
    historical   information   or   statements   of  current   condition.   Some
    forward-looking  statements  may  be  identified  by use of  terms  such  as
    "believes",  "anticipates",  "intends", or "expects".  These forward-looking
    statements  relate to the plans and  objectives  of the Company,  for future
    operations.  In light of the risks and uncertainties  inherent in all future
    projections,  the  inclusion of  forward-looking  statements  in this report
    should not be  considered  as a  representation  by the Company or any other
    person  that  the  objectives  or  plans of the  Company  will be  achieved.
    Numerous  factors  could  cause  the  Company's  actual  results  to  differ
    materially  from  those in the  forward-looking  statements,  including  the
    following:  (i) the  occurrence of  catastrophic  events with a frequency or
    severity exceeding the Company's estimates;  (ii) a decrease in the level of
    demand for property catastrophe reinsurance,  or increased competition owing
    to increased capacity of property catastrophe reinsurers; (iii) any lowering
    or  loss  of one of the  financial  ratings  of  IPC  Re,  or the  Company's
    non-admitted status in United States jurisdictions; (iv) loss of services of
    any one of the Company's executive  officers;  (v) the passage of federal or
    state legislation subjecting the Company to supervision or regulation in the
    United States; (vi) challenges by insurance  regulators in the United States
    or the United  Kingdom to the Company's  claim of exemption  from  insurance
    regulation  under  current  laws; or (vii) a contention by the United States
    Internal  Revenue  Service  that the  Company  or IPC Re is  engaged  in the
    conduct of a trade or business within





                                       9
<PAGE>


    the U.S. The foregoing  review of important  factors should not be construed
    as exhaustive;  the Company undertakes no obligation to release publicly the
    results of any future revisions it may make to forward-looking statements to
    reflect  events or  circumstances  after the date  hereof or to reflect  the
    occurrence of unanticipated events.
    






                                       10
<PAGE>



                           PART II - OTHER INFORMATION

ITEM 1.         LEGAL PROCEEDINGS

          NONE

ITEM 2.         CHANGES IN SECURITIES
          NONE

ITEM 3.         DEFAULTS UPON SENIOR SECURITIES
          NONE

ITEM 4.         SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS

                On June 6, 1997, the Annual General  Meeting of  Shareholders of
                the Company was held. At the meeting, shareholders were asked to
                vote  upon  the  resolutions  set  forth  below.  The  following
                tabulation  indicates the number of shares  present in person or
                by proxy at such  meeting  and the number of such  shares for or
                against, or withheld  or  abstaining,   with   respect  to  each
                resolution,  after  giving  effect  to  the  voting  limitations
                contained in the Company's Bye-Laws:

                i)   electing the following  persons as directors of the Company
                to serve  until the 1998  Annual  General  Meeting - 

                                                       FOR    AGAINST   WITHHELD
                                                       ---    -------   --------
                  Joseph C.H. Johnson               16,070,820   --     31,997
                  Michael L. Bouris                 16,067,373   --     31,997
                  John P. Dowling                   16,079,920   --     31,997
                  Ron Hiram                         16,070,120   --     31,997
                  Dr. the Honourable Clarence James 16,069,123   --     31,997
                  Frank Mutch                       16,069,123   --     31,997
                  John T. Schmidt                   16,079,360   --     31,997

                ii)  appointing Arthur Andersen & Co. as auditors of the Company
                for its fiscal year ending December 31, 1997

                                                    FOR    AGAINST   ABSTENTIONS
                                                    ---    -------   -----------
                                                 16,088,434  3,975      11,800

                Both resolutions were passed by show of hands. No other business
                was transacted.

ITEM 5.         OTHER INFORMATION

                On June 27, 1997,  the Company  incorporated a subsidiary in the
                United  Kingdom   called  IPC  Re  Services  Limited.  The  new
                subsidiary's  purpose is to perform the same functions that were
                previously performed by the Company's  representative  office in
                London.

ITEM 6.         EXHIBITS AND REPORTS ON FORM 8-K

       (a) Exhibits

    Unless  otherwise  indicated,  exhibits are incorporated by reference to the
corresponding  numbered exhibits to the Company's Registration Statement on Form
S-1 (Registration No. 333-00088).

EXHIBIT
NUMBER       DESCRIPTION
------       -----------

3.1          Memorandum of Association of the Company
3.2          Amended and Restated Bye-laws of the Company
3.3          Form of Memorandum of Increase of Share Capital
10.1   *     Investment Management Agreement between IPC Re and AIG Global 
             Investment Corp., (Ireland) Ltd., effective June 23, 1997
11.1   *     Statement regarding Computation of Per Share Earnings
27.1   *     Financial Data Schedule




*     Filed herewith



(b)  Reports on Form 8-K

       NONE


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<PAGE>

                               IPC HOLDINGS, LTD.

                                   SIGNATURES



PURSUANT  TO THE  REQUIREMENTS  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.



                                   IPC HOLDINGS, LTD.
                                           (REGISTRANT)




DATE  AUGUST 7, 1997                /s/ John P. Dowling
      --------------               ------------------------------------------
                                   JOHN P. DOWLING
                                   PRESIDENT AND CHIEF EXECUTIVE OFFICER




DATE  AUGUST 7, 1997                /s/ John R. Weale
      --------------               ------------------------------------------
                                   JOHN R. WEALE
                                   VICE PRESIDENT AND CHIEF FINANCIAL OFFICER














                                       12
<PAGE>


                                  EXHIBIT INDEX




     Unless otherwise  indicated,  exhibits are incorporated by reference to the
corresponding  numbered exhibits to the Company's Registration Statement on Form
S-1 (Registration No. 333-00088).

EXHIBIT
NUMBER         DESCRIPTION
------         -----------

3.1            Memorandum of Association of the Company
3.2            Amended and Restated Bye-laws of the Company
3.3            Form of Memorandum of Increase of Share Capital
10.1   *       Investment Management Agreement between IPC Re and AIG Global 
               Investment Corp., (Ireland) Ltd., effective June 23, 1997
11.1   *       Statement regarding Computation of Per Share Earnings
27.1   *       Financial Data Schedule

*     Filed herewith
















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