UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

March 5, 2007

Date of Report (Date of earliest event reported)

WHITE MOUNTAINS INSURANCE GROUP, LTD.

(Exact name of registrant as specified in its charter)

Bermuda

 

1-8993

 

94-2708455

(State or other jurisdiction of

 

(Commission file

 

(I.R.S. Employer

incorporation or organization)

 

number)

 

Identification No.)

 

80 South Main Street, Hanover, New Hampshire 03755

(Address of principal executive offices)

(603) 640-2200

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o                                    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o                                    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o                                    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o                                    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 




 

ITEM 5.02               Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) In a press release issued on March 6, 2007, White Mountains Insurance Group, Ltd. (“White Mountains” or the “Company”) announced that Allan Waters had been elected CEO of the Company’s reinsurance group, White Mountains Re Group, Ltd.  As a result of becoming an officer, Mr. Waters no longer qualifies as an independent director of the White Mountains Board.  In order to allow the Company to remain in compliance with NYSE rules requiring a majority independent board, Steven E. Fass agreed to retire from the White Mountains Board effective March 5, 2007.  Mr. Fass remains a director of Sirius International Insurance Corporation, a wholly-owned subsidiary of the Company.

ITEM 9.01     Financial Statements and Exhibits

(d) Exhibits.  The following exhibit is furnished herewith:

EXHIBIT INDEX

99.1 Press Release of White Mountains Insurance Group, Ltd. dated March 6, 2007.

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 thereunto duly authorized.

WHITE MOUNTAINS INSURANCE GROUP, LTD.

 

 

 

DATED: March 7, 2007

By:

/s/  J. BRIAN PALMER

 

 

J. Brian Palmer

 

 

Chief Accounting Officer

 

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