SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

TROTTI JOSEPH J

(Last)

(First)

(Middle)

C/O WILLIS GROUP HOLDINGS LIMITED

TEN TRINITY SQUARE

(Street)

LONDON

EC3P 3AX

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/10/2007

3. Issuer Name and Ticker or Trading Symbol
WILLIS GROUP HOLDINGS LTD [ WSH ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO, Global Specialties

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
COMMON	2,459	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
COMMON STOCK⁽¹⁾	05/06/2008	05/06/2012	COMMON	4,918	$30.5	I	Right to Acquire
COMMON STOCK⁽²⁾	01/01/2005	03/19/2014	COMMON	25,000	$38.06	I	Right to Acquire
COMMON STOCK⁽³⁾	06/20/2008	06/20/2011	COMMON	14,285	$0	I	Right to Acquire
COMMON STOCK⁽⁴⁾	03/14/2008	03/14/2010	COMMON	4,870	$0	I	Right to Acquire

Explanation of Responses:

1. Option to purchase 4,918 shares of common stock at an exercise price of $30.50 granted on May 6, 2002, which vests in equal tranches on the second to sixth anniversaries of grant.

2. Option to purchase 25,000 shares of common stock at an exercise price of $38.06 granted on March 19, 2004, which vests in five equal tranches on January 1, 2005 to 2009.

3. Award of 14,285 restricted stock units granted on June 20, 2006, which vests in equal tranches on the second to fifth anniversaries of grant.

4. Award of 4,870 restricted stock units granted on March 14, 2007, which vests in equal tranches on the first to third anniversaries of grant.

	/s/ Shaun K Bryant as Attorney in Fact of Joseph J Trotti	04/20/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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