Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Sompo International Holdings Ltd.
  2. Issuer Name and Ticker or Trading Symbol
Blue Capital Reinsurance Holdings Ltd. [BCRH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
WATERLOO HOUSE, 100 PITTS BAY ROAD
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2018
(Street)

PEMBROKE, D0 HM08
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Shares 06/15/2018   M   1,811 A $ 10.1 414,269 D  
Common Shares               2,500,000 I See Footnote (1)

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Share Units (2) 06/15/2018   M     1,811   (3)   (3) Common Shares 1,811 $ 0 2,217 D  
Restricted Share Units (2) 06/15/2018   J(4)   4,256     (5)   (5) Common Shares 4,256 $ 0 6,473 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Sompo International Holdings Ltd.
WATERLOO HOUSE
100 PITTS BAY ROAD
PEMBROKE, D0 HM08
    X    
SOMPO HOLDINGS, INC.
26-1, NISHI-SHINJUKU 1-CHOME
SHINJUKU-KU
TOKYO, M0 160-8338
    X    
Sompo Japan Nipponkoa Insurance Inc.
26-1, NISHI-SHINJUKU 1-CHOME
SHINJUKU-KU
TOKYO, M0 160-8338
    X    

Signatures

 SOMPO INTERNATIONAL HOLDINGS LTD., By /s/ John V. Del Col   06/15/2018
**Signature of Reporting Person Date

 Sompo Holdings, Inc., By /s/ Junichi Tanaka, Managing Executive Officer   06/15/2018
**Signature of Reporting Person Date

 Sompo Japan Nipponkoa Insurance Inc., By /s/ Junichi Tanaka, Managing Executive Officer   06/15/2018
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Owned by Endurance Specialty Insurance Ltd., a wholly-owned subsidiary of Sompo International Holdings Ltd.
(2) Each restricted share unit represents a contingent right to receive one Issuer common share.
(3) Mandatory conversion of previously granted restricted share units.
(4) In accordance with agreements between Sompo International Holdings Ltd. ("SIH"), as successor in interest to Endurance Specialty Holdings Ltd., and Mr. Del Col and Mr. McGuire, respectively, all remuneration, including cash fees, restricted share units, any other equity-based awards and other compensation, to which they are or will become entitled for their service as Directors of the Issuer will be assigned or paid directly to SIH. Mr. Del Col and Mr. McGuire disclaim beneficial ownership of all such restricted share units. SIH is an indirect, wholly-owned subsidiary of Sompo Holdings, Inc. and a direct, wholly-owned subsidiary of Sompo Japan Nipponkoa Insurance, Inc.
(5) These awards will vest in three equal tranches on June 15, 2019, 2020 and 2021, subject to Messrs. Del Col and McGuire remaining actively engaged as directors of the Issuer in good standing on such dates.

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