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

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                                    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): July 28, 2004


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                                 XL CAPITAL LTD
             (Exact name of registrant as specified in its charter)


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        Cayman Islands                     1-10809                98-0191089
(State or other jurisdiction of   (Commission File Number)    (I.R.S. Employer
incorporation or organization)                               Identification No.)

              XL House, One Bermudiana Road, Hamilton, Bermuda HM11
                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (441) 292 8515

                                 Not Applicable
          (Former name or former address, if changed since last report)


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Item 7.   Financial Statements and Exhibits.

         (c) Exhibits. The following exhibits are filed herewith:


      Exhibit No.  Description
      -----------  -----------

          99.1     Press Release ("XL CAPITAL LTD REPORTS SECOND QUARTER 2004
                   NET INCOME OF $363.6 MILLION, OR $2.62 PER ORDINARY SHARE")
                   dated July 28, 2004.


Item 12.  Results of Operations and Financial Condition.

     The following information is being furnished under Item 12, "Results of
Operations and Financial Condition." This information shall not be deemed
"filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), or incorporated by reference in any filing under
the Securities Act of 1933, as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such a filing.

     On July 28, 2004, XL Capital Ltd issued the press release attached as
Exhibit 99.1 and incorporated by reference announcing the results for the second
quarter of 2004.









                                   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.

Date:    July 28, 2004

                                     XL CAPITAL LTD
                                         (Registrant)


                                     By:   /s/ Jerry de St. Paer
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                                           Name:   Jerry de St. Paer
                                           Title:  Executive Vice President and
                                                   Chief Financial Officer