Washington, D.C. 20549
                                    FORM F-N


I.   Form F-N shall be filed with the  Commission in connection  with the filing
     of a registration statement under the Securities Act of 1933 by:

     1.   a foreign issuer that is a foreign bank or foreign  insurance  company
          excepted from the definition of an investment  company by rule 3a-6[17
          CFR  270.3a-6]  under the  Investment  Company  Act of 1940 (the "1940

     2.   a foreign  issuer that is a finance  subsidiary  of a foreign  bank or
          foreign  insurance  company,  as those  terms are defined in rule 3a-6
          under the 1940 Act, if such finance  subsidiary  is excepted  from the
          definition of investment  company by rule 3a-5 [17 CFR 270.3a-5] under
          the 1940 Act; or

     3.   a foreign  issuer that is excepted  from the  definition of investment
          company by rule 3a-1 [17 CFR 270.3a-1] under the 1940 Act because some
          or all of its majority-owned subsidiaries are foreign banks or foreign
          insurance companies excepted from the definition of investment company
          by rule 3a-6 under the 1940 Act.

II.  Notwithstanding  paragraph  (I),  the  following  foreign  issuers  are not
     required to file Form F-N:

     1.   a foreign  issuer  that has filed Form F-X [17 CFR  239.42]  under the
          Securities Act of 1933 with the Commission  with respect to securities
          being offered; and

     2.   a foreign  issuer  filing a  registration  statement  relating to debt
          securities  or  non-voting  preferred  stock that has on file with the
          Commission a currently accurate Form N-6C9 [17 CFR 274.304, rescinded]
          under the 1940 Act.

III. Six copies of the Form F-N, one of which shall be manually signed, shall be
     filed with the  Commission  at its  principal  office.  A Form F-N filed in
     connection with any other Commission form should not be bound together with
     or be included only as an exhibit to, such other form.

     A.   Name of  issuer  or  person  filing:  Flagstone  Reinsurance  Holdings
          Limited                               --------------------------------

     B.   This is (select one):

           X an original filing for the Filer
           __ an amended filing for the Filer


     C.   Identify  the  filing in  conjunction  with  which  this Form is being
          filed: Name of registrant Flagstone Reinsurance Holdings Limited

          Form type Form S-8

          File Number (if known) 333-146425

          Filed by Flagstone Reinsurance Holdings Limited

          Date Filed (if filed concurrently, so indicate) October 1, 2007,
          filed concurrently                             ----------------

     D.   The Filer is  incorporated or organized under the laws of (Name of the
          jurisdiction under whose laws the filer is organized or incorporated)
          and has its  principal  place  of  business  at  (Address  in full and
          telephone number) Crawford House; 23 Church Street; Hamilton HM 11;
          Bermuda; telephone: (441) 278-4300

     E.   The Filer designates and appoints (Name of United States
          person serving as agent) CT Corporation System
          located at (Address in full in the United States and telephone number)
          111 Eighth Avenue; 13th Floor; New York, New York 10011;
          telephone: (212) 590-9331
          as agent of the Filer upon whom may be served any process,
          pleadings, subpoenas, or other papers in:

          (a)  any investigation or administrative  proceeding  conducted by the
               Commission, and

          (b)  any civil suit or action  brought  against  the Filer or to which
               the Filer has been  joined as  defendant  or  respondent,  in any
               appropriate court in any place subject to the jurisdiction of any
               state  or of the  United  States  or any  of its  territories  or
               possessions or of the District of Columbia,

          arising out of or based on any  offering  made or purported to be made
          in  connection  with the  securities  registered  by the Filer on Form
          (Name of Form) S-8 filed on (Date) October 1, 2007
                         ---                 ---------------
          or any purchases or sales of any security in connection therewith. The
          Filer  stipulates  and  agrees  that any such  civil suit or action or
          administrative  proceeding  may be commenced by the service of process
          upon, and that service of an administrative subpoena shall be effected
          by service  upon,  such agent for  service  of  process,  and that the
          service  as  aforesaid  shall be  taken  and  held in all  courts  and
          administrative  tribunals  to be  valid  and  binding  as if  personal
          service thereof had been made.

     F.   Each  person  filing  this Form  stipulates  and  agrees to  appoint a
          successor agent for service of process and file an amended Form F-N if
          the Filer  discharges the Agent or the Agent is unwilling or unable to
          accept service on behalf of the Filer at any time until six years have
          elapsed  from the date of the Filer's last  registration  statement or
          report,  or  amendment to any such  registration  statement or report,
          filed  with  the  Commission  under  the  Securities  Act of  1933  or
          Securities  Exchange Act of 1934.  Filer further  undertakes to advise


          Commission  promptly  of any  change to the  Agent's  name or  address
          during the applicable period by amendment of this Form referencing the
          file number of the relevant registration form in connection with which
          the amendment is being filed.

     G.   Each person filing this form undertakes to make  available,  in person
          or by telephone,  representatives  to respond to inquiries made by the
          Commission staff, and to furnish promptly,  when requested to do so by
          the  Commission   staff,   information   relating  to  the  securities
          registered to the form  referenced in paragraph E or  transactions  in
          said securities.

The Filer  certifies  that it has duly caused this power of  attorney,  consent,
stipulation  and  agreement  to be  signed  on its  behalf  by the  undersigned,
thereunto duly authorized, in the

City of Hamilton, Country of Bermuda

this lst day of October, 2007

By: /s/Anthony Philip
   Name:  Anthony Philip
   Title: Corporate Secretary

This statement has been signed by the following person in the capacity and on
the date indicated.

                                            CT CORPORATION SYSTEM

                                            By: /s/Hillary England
                                                Name:  Hillary England
                                                Title: Assisitant Secretary
                                                Date:  October 1, 2007


1.    The power of attorney, consent, stipulation and agreement shall be signed
      by the Filer and its authorized Agent in the United States.

2.    The name of each person who signs Form F-N shall be typed or printed
      beneath his signature. Where any name is signed pursuant to a board
      resolution, a certified copy of the resolution shall be filed with each
      copy of the Form. If any name is signed pursuant to a power of attorney, a
      manually signed copy of each power of attorney shall be filed with each
      copy of the Form.