CERTIFICATE OF TRUST

                                       OF

                             MARKEL CAPITAL TRUST I


                  THIS  Certificate  of Trust  of  Markel  Capital  Trust I (the
"Trust"),  dated as of December  30, 1996,  has been duly  executed and is being
filed by the  undersigned,  as  trustee,  to form a  business  trust  under  the
Delaware Business Trust Act (12 Del. C. ss.3801, et seq.).

                  1. Name.  The name of the business trust formed hereby is
Markel Capital Trust I.

                  2. Delaware Trustee.  The name and business address of the
trustee of the Trust with a principal place of business in the State of Delaware
are Chase Manhattan Bank Delaware, 1201 Market Street, Wilmington, Delaware
19801.

                  3. Effective Date.  This Certificate of Trust shall be
effective upon filing.

                  IN WITNESS WHEREOF,  the undersigned  trustee of the Trust has
executed this Certificate of Trust as of the date first-above written.


                                  CHASE MANHATTAN BANK DELAWARE,
                                  not in its individual capacity but solely as
                                  trustee of the Trust



                                  By: /s/ JOHN J. CASHIN
                                  --------------------------------
                                      Name: John J. Cashin
                                      Title: Senior Trust Officer