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

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

Endurance Specialty Holdings Ltd.
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(Name of Issuer)

Ordinary Shares, $1.00 par value
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(Title of Class of Securities)

G30397106
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(CUSIP Number)

Michael C. Neus
Perry Corp.
767 Fifth Avenue, 19th Floor
New York, NY 10153
(212) 583-4000
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)

February 22, 2010
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(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box [ ].

Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See ss.240.13d-7 for other
parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).

CUSIP No. G30397106 13D

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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Perry Corp.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*

WC
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5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
TEMS 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION

New York
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7 SOLE VOTING POWER
7,151,146
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NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY None
OWNED BY --------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 7,151,146
PERSON --------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
None
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,151,146
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.6%
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14 TYPE OF REPORTING PERSON*
IA, CO
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CUSIP No. G30397106 13D

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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Richard C. Perry
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*

United States of America
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7 SOLE VOTING POWER
7,151,146 (all shares beneficially owned by
Perry Corp.)
--------------------------------------------------------
NUMBER OF 8 SHARED VOTING POWER
SHARES None
BENEFICIALLY --------------------------------------------------------
OWNED BY 9 SOLE DISPOSITIVE POWER
EACH 7,151,146 (all shares beneficially owned by
REPORTING Perry Corp.)
PERSON --------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
None
- --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,151,146
- --------------------------------------------------------------------------------
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.6%
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14 TYPE OF REPORTING PERSON*
IN, HC
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This Amendment No. 2 amends and supplements the statement on Schedule 13D
(the "Schedule 13D") originally filed with the Securities and Exchange
Commission ("SEC") on May 13, 2005 and amended by Amendment No. 1 on August 12,
2005 by Perry Corp. and Richard C. Perry (together, the "Reporting Persons")
with respect to the Ordinary Shares, par value $1.00 per share (the "Shares"),
of Endurance Specialty Holdings Ltd., a company domiciled in Bermuda (the
"Issuer"). Unless otherwise indicated, each capitalized term used but not
defined herein shall have the meaning assigned to such term in the Schedule 13D.
From and after the date hereof, all references in the Schedule 13D to the
Schedule 13D or terms of similar import shall be deemed to refer to the Schedule
13D as amended and supplemented hereby.

Items 2, 3, 4, 5, 6 and 7 are hereby amended and supplemented as follows:

ITEM 2. IDENTITY AND BACKGROUND.

This statement on Schedule 13D is filed on behalf of Perry Corp.,
a New York corporation, and Richard C. Perry, an American citizen. Perry Corp.
is a registered investment adviser that provides asset management services to
private investment funds. Richard C. Perry is the President, sole director, and
sole stockholder of Perry Corp. The address of Perry Corp. and Richard C. Perry
is 767 Fifth Avenue, 19th Floor, New York, NY 10153. A joint filing agreement of
Perry Corp. and Richard C. Perry is attached hereto as Exhibit A.

The names, citizenship, business addresses and principal
occupations of each of the directors and executive officers of Perry Corp.
(other than Richard C. Perry) are set forth in Schedule A, which is incorporated
herein by reference.

Except as set forth below, during the last five years, neither
Perry Corp., Richard C. Perry, nor any of the persons listed in Schedule A has
been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.

On July 21, 2009, Perry Corp. settled an administrative
proceeding brought by the SEC pursuant to which, while neither admitting nor
denying the charges, Perry Corp. agreed to the entry of a cease and desist order
requiring future compliance with Section 13(d) under the Securities Exchange Act
of 1934 and Rule 13d-1 thereunder, a censure and payment of a $150,000 penalty.
The order resolves the SEC's inquiry into Perry Corp.'s acquisition of shares of
Mylan Corporation in 2004. Additional information regarding the terms of the
settlement can be found in SEC Release No. 34-60351, dated July 21, 2009.

ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

The Shares were acquired by two or more private investment funds
for which Perry Corp. acts as a general partner and/or investment adviser. The
source of funds for the purchase transactions was the working capital of such
investment funds. The total purchase

price for all Shares held by private investment funds managed by Perry Corp. is
$189,501,403.96.

ITEM 4. PURPOSE OF TRANSACTION.

On February 18, 2010, the Issuer announced that its board of
directors appointed David Cash as Chief Executive Officer, effective March 1,
2010, to replace Kenneth J. LeStrange. The Issuer has also appointed William M.
Jewett as President of the Issuer. Mr. Cash is currently the Issuer's Chief
Underwriting Officer and has been with the Issuer since December 2001. Mr.
Jewett is currently President and Chief Executive Officer of Worldwide
Reinsurance and has been with the Issuer since December 2002. The Reporting
Persons believe Mr. Cash and Mr. Jewett are capable industry executives. Mr.
LeStrange will remain on the board and has been appointed non-executive
Chairman. The Issuer also announced that Messrs. Cash and Jewett will be
nominated for election to the Issuer's board of directors in May of 2010.

Funds managed by the Reporting Persons have been a shareholder of
the Issuer since its founding in 2001 and are currently the Issuer's largest
shareholder, owning over 12% of the Issuer's Shares. Richard Perry has also been
a member of the Issuer's board of directors since the Issuer's founding. The
Reporting Persons expect consolidation in the Bermuda market reinsurance
industry to accelerate in the near-term. Many market participants are trading
below book value per share and are heavily concentrated on similar lines of
business. These factors together with recovery in financial markets are likely
to support a trend of industry consolidation or a return of excess capital. The
Reporting Persons therefore believe the Issuer should undertake an evaluation of
its strategic alternatives and pursue a possible merger or other strategic
transaction in order to create a stronger company with a defined growth strategy
and best in class lines of business. The Reporting Persons are concerned that
the Issuer's announced leadership changes will not position the Issuer to
capitalize on industry consolidation opportunities and thereby improve
shareholder value. The Reporting Persons believe the election of the former CEO
to the position of non-executive Chairman is not in the best interest of the
Issuer and is not in accordance with best corporate governance practices.

The Reporting Persons are considering their alternatives with
respect to their investment in the Issuer and possible means to improve
shareholder value. The Reporting Persons are considering various strategies to
increase the value of the Reporting Persons' investment in the Issuer. The
Reporting Persons intend to contact and discuss with other shareholders of the
Issuer their respective views regarding their investment in the Issuer, the
Issuer's prospects and possible strategies to improve shareholder value.
Specifically, the Reporting Persons intend to discuss with other shareholders
the possibility of urging the Issuer to pursue a merger or other strategic
transaction. The Reporting Persons may also discuss with other shareholders the
possibility of a proxy solicitation to seek shareholder approval of proposals
the Reporting Persons may make and/or elect directors to the Issuer's board of
directors. Although the Reporting Persons are actively exploring their options
with respect to the Issuer, there can be no assurance that the Reporting Persons
will pursue any of the matters set forth above. Moreover, there can be no
assurance that the Reporting Persons will or will not develop any alternative
plan or proposal with respect to any of the foregoing matters or take any
particular action or actions with respect to some or all of their holdings in
the Issuer, or as to the timing of any such matters should they be so pursued by
the Reporting Persons.

The Reporting Persons intend to review their investment in the
Issuer on a continuing basis. Depending on various factors including, without
limitation, the Issuer's financial position, results and strategic direction,
the Issuer's response to the actions suggested by the Reporting Persons, price
levels of the Shares, conditions in the securities and credit markets and
general economic and industry conditions, the Reporting Persons may in the
future take such actions with respect to their investment in the Issuer as they
deem appropriate, including (i) the purchase of additional Shares in the open
market, in privately negotiated transactions or otherwise, and (ii) the sale of
all or a portion of the Shares now owned or hereafter acquired by the Reporting
Persons, in the open market, in privately negotiated transactions or otherwise.
The Reporting Persons reserve the right, at any time, to change their plans or
intentions and to take or refrain from taking any and all of the above actions
or any and all actions that they may deem appropriate to maximize the value of
their investment in the Issuer in light of their general investment policies,
market conditions, subsequent developments affecting the Issuer and the general
business and future prospects of the Issuer. The Reporting Persons do not have
any present plan or proposal that would relate to or result in any of the
matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as
set forth in the Schedule 13D as amended or supplemented, or such as would occur
in connection with any of the proposals discussed in the Schedule 13D as amended
or supplemented.

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.

(a)-(b) Perry Corp. may be deemed the indirect beneficial owner
of 7,151,146 Shares (including (i) 2,686 restricted Shares granted pursuant to
the terms of the Issuer's 2007 Equity Incentive Plan that vest on May 14, 2010
and (ii) options to purchase 10,000 Shares previously disclosed by the Reporting
Persons), which constitutes approximately 12.6% of the Issuer's outstanding
Shares, based upon 56,595,795 Shares outstanding as of November 4, 2009 (plus
the 10,000 Shares issuable upon exercise of the options held by the Reporting
Persons). Perry Corp. has sole power to vote and sole power to dispose of the
7,151,146 Shares. By virtue of his position as President and sole stockholder of
Perry Corp., Richard C. Perry may be considered to indirectly beneficially own
such Shares. The Issuer's Bye-Laws generally provide that any shareholder
owning, directly, indirectly or, in the case of U.S. persons, by attribution,
more than 9.5% of the Issuer's Shares will have the voting rights attached to
such Shares reduced so that it may not exercise more than 9.5% of the total
voting rights.

(d) The limited partners of (or investors in) each of the private
investment funds for which Perry Corp. acts as general partner and/or investment
adviser have the right to participate in the receipt of dividends from, or
proceeds from the sale of, the Shares held for the accounts of their respective
funds in accordance with their respective limited partnership interests (or
investment percentages) in their respective funds.

(e) Not Applicable.

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.

As a director of the Issuer, Richard C. Perry participates in the
Issuer's 2007 Equity Incentive Plan and may participate in any other equity
incentive plan that the Issuer makes available to its directors. To the best
knowledge of the Reporting Persons, except as set forth in the immediately
preceding sentence, there are no contracts, arrangements, understandings or
relationships (legal or otherwise) between the persons enumerated in Item 2 and
any other person with respect to any securities of the Issuer, including but not
limited to, transfer or voting of any of the Shares, finder's fees, joint
ventures, loan or option arrangements, puts or calls, guarantees of profits,
division of profits or loss, or the giving or withholding of proxies.

ITEM 7. MATERIALS TO BE FILED AS EXHIBITS

Exhibit A -- Agreement between Perry Corp. and Richard C. Perry to
file this statement jointly on behalf of each of them.

Exhibit B -- Power of Attorney, dated as of June 21, 2005, granted
by Richard Perry in favor of Paul Leff and Michael Neus.

Schedule A -- Executive Officers and Directors of Perry Corp.
(other than Richard C. Perry).

SIGNATURES

After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.

PERRY CORP.
Dated: February 22, 2010
New York, New York
By: Richard C. Perry
President

By: /s/ Michael C. Neus
--------------------------------------
Michael C. Neus
Attorney-in-Fact for Richard C. Perry
Dated: February 22, 2010
New York, New York
By: Richard C. Perry

By: /s/ Michael C. Neus
--------------------------------------
Michael C. Neus
Attorney-in-Fact for Richard C. Perry

EXHIBIT A

AGREEMENT

JOINT FILING OF SCHEDULE 13D

The undersigned hereby agree to jointly prepare and file with
regulatory authorities a Schedule 13D and any future amendments thereto
reporting each of the undersigned's ownership of securities of Endurance
Specialty Holdings Ltd., and hereby affirm that such Schedule 13D is being filed
on behalf of each of the undersigned pursuant to and in accordance with the
provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934. The
undersigned acknowledge that each shall be responsible for the timely filing of
such amendments, and for the completeness and accuracy of the information
concerning him or it contained therein, but shall not be responsible for the
completeness and accuracy of the information concerning the other, except to the
extent that he or it knows or has reason to believe that such information is
inaccurate.

PERRY CORP.
Dated: August 12, 2005
New York, New York
By: Richard C. Perry
President

By: /s/ Michael C. Neus
--------------------------------------
Michael C. Neus
Attorney-in-Fact for Richard C. Perry
Dated: August 12, 2005
New York, New York
By: Richard C. Perry

By: /s/ Michael C. Neus
--------------------------------------
Michael C. Neus
Attorney-in-Fact for Richard C. Perry

EXHIBIT B

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENT, that I, RICHARD Perry, hereby
make, constitute and appoint each of PAUL LEFF and MICHAEL NEUS acting
individually, as my agent and attorney-in-fact for the purpose of executing in
my name, (a) in my personal capacity or (b) in my capacity as an officer of,
shareholder of or in other capacities with Perry Corp. ("Perry") and each of its
affiliates or entities advised by me or Perry, all documents, certificates,
instruments, statements, filings and agreements ("documents") to be filed with
or delivered to any foreign or domestic governmental or regulatory body or
required or requested by any other person or entity pursuant to any legal or
regulatory requirement relating to the acquisition, ownership, management or
disposition of securities, futures contracts or other investments, and any other
documents relating or ancillary thereto, including without limitation all
documents relating to filings with the Commodity Futures Trading Commission and
National Futures Association, the United States Securities and Exchange
Commission (the "SEC") pursuant to the Securities Act of 1933 or the Securities
Exchange Act of 1934 (the "Act") and the rules and regulations promulgated
thereunder, including all documents relating to the beneficial ownership of
securities required to be filed with the SEC pursuant to Section 13(d) or
Section 16(a) of the Act and any information statements on Form 13F required to
be filed with the SEC pursuant to Section 13(f) of the Act.

All past acts of these attorneys-in-fact in furtherance of the
foregoing are hereby ratified and confirmed.

This power of attorney shall be valid from the date hereof until
revoked by me.

IN WITNESS WHEREOF, I have executed this instrument as of the
21st day of June 2005.

/s/ Richard Perry
--------------------------------
Richard Perry

SCHEDULE A

Executive Officers of Perry Corp. (other than Richard C. Perry)

Name Title Citizenship
- -------------------------- -------------------------------------------------------------- ------------------

Randall Borkenstein Managing Director, Chief Financial Officer and Treasurer USA
Michael C. Neus Managing Director, General Counsel and Secretary USA
George R. Brokaw Managing Director USA
Paul Leff Managing Director and Chief Investment Officer USA
Alp Ercil Managing Director USA
Andy Isikoff Managing Director USA
Chetan Kapoor Managing Director USA
Dave Russekoff Managing Director USA
Adam Stanislavsky Managing Director USA
Emma Warson Managing Director UK

Each of the persons listed above is a citizen of the United States of America,
except for Emma Warson, who is a citizen of the United Kingdom. The business
address for each of the persons listed above is: c/o Perry Corp., 767 Fifth
Avenue, 19th Floor, New York, NY 10153.