UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)     October 31, 1996



                               MARKEL CORPORATION
             (Exact name of registrant as specified in its charter)
 
          Virginia                                    0-15458                                       54-0292420
(State or other jurisdiction of                     (Commission                                  (I.R.S. employer
incorporation or organization)                      file number)                              identification number)



                 4551 Cox Road, Glen Allen, Virginia 23060-3382
                    (Address of principal executive offices)
                                   (Zip code)

                                 (804) 747-0136
              (Registrant's telephone number, including area code)

                                      NONE
              (Former name, former address and former fiscal year,
                          if changed since last report)



Item 2. Acquisition or Disposition of Assets

On October 31, 1996  Markel  Corporation  (the  Registrant)  acquired  Investors
Insurance  Holding Corp.  and its  subsidiaries  (Investors)  as a result of the
merger of Registrant's wholly owned subsidiary,  IIG Acquisition Corp., with and
into Investors.  Total  consideration  paid to the shareholders of Investors was
$38,050,000,  of which, $3 million will be held in escrow and  distributed  over
the next three years assuming there are no claims made by Registrant against the
escrow fund for breaches of  representations,  warranties or  covenants.  Markel
funded  the   transaction   with  available  cash  on  hand  and  borrowings  of
approximately  $15 million  under  existing  lines of credit with Crestar  Bank,
Chase  Manhattan  Bank (National  Association)  and First Union National Bank of
North Carolina.

Investors,  based in Red Bank,  New Jersey,  owns three  property  and  casualty
insurance company subsidiaries which are domiciled in New Jersey, California and
Arizona. Registrant currently expects to merge the Arizona subsidiary, which has
been in run-off  since 1995,  into the  California  subsidiary.  The majority of
Investors  premium  volume is in excess and surplus lines and  historically  the
Company wrote  specialty  programs such as lawyers,  architects  and  engineers,
chiropractors  professional  liability and small commercial  property coverages.
Investors  had gross  premium  volume of $60.5 million in 1995 and $46.3 million
through  September  30, 1996.  Following  the  acquisition,  Registrant  expects
Investors  gross premium volume to shrink  moderately as the Company  focuses on
its core brokered general liability and property lines of business.

 Investors  total  assets,   total   liabilities,   and  net  worth,  after  the
transaction,  were  approximately  $238  million,  $200 million and $38 million,
respectively.  As of the date of acquisition Investors had 45 employees,  all of
whom are located in the Red Bank, New jersey office.

Item 7. Financial Statements and Exhibits

     a)Financial Statements of Business Acquired

It is impracticable to provide the required  financial  statements for Investors
at this time.  In addition,  because of recent rule changes  promulgated  by the
Securities and Exchange Commission, this acquisition no longer meets the revised
minimum threshold requirements for financial statement and pro forma disclosure.
Accordingly,  financial statements and pro forma financial  information will not
be filed.

     c)Exhibits

The Exhibits listed on the Exhibit Index are filed as part of this report.




                                   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 hereunto duly authorized.

                                            MARKEL CORPORATION

Date: November 13, 1996                     By: Darrell D. Martin
                                                -----------------
                                                Executive Vice President and
                                                Chief Financial Officer

                                  EXHIBIT INDEX

Exhibit No.                                                             Page No.

4        Agreement  and Plan of Merger among Markel  Corporation,  IIG
         Acquisition  Corp.,  Investors  Insurance  Holding Corp.  and
         certain shareholders of Investors Insurance Holding Corp.**



** Incorporated by reference from Exhibit 10 to Registrant's quarterly report on
   Form 10-Q for the quarter ended June 30, 1996.