SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
FROLAND CHARLES G

(Last) (First) (Middle)
GM INVESTMENT MANAGEMENT CO.,
767 FIFTH AVENUE

(Street)
NEW YORK NY 10153

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ENDURANCE SPECIALTY HOLDINGS LTD [ ENH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/16/2005
4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Ordinary Shares, par value $1.00 per share 06/16/2005 S 20,700(1) D $37 1,487,870 I Managing Director of GMIMCO(1)
Ordinary Shares, par value $1.00 per share 06/16/2005 S 4,100(2) D $37.01 1,483,770 I Managing Director of GMIMCO(2)
Ordinary Shares, par value $1.00 per share 06/16/2005 S 2,110(3) D $37.02 1,481,660 I Managing Director of GMIMCO(3)
Ordinary Shares, par value $1.00 per share 06/16/2005 S 1,700(4) D $37.03 1,479,960 I Managing Director of GMIMCO(4)
Ordinary Shares, par value $1.00 per share 06/16/2005 S 1,690(5) D $37.04 1,478,270 I Managing Director of GMIMCO(5)
Ordinary Shares, par value $1.00 per share 06/16/2005 S 2,700(6) D $37.05 1,475,570 I Managing Director of GMIMCO(6)
Ordinary Shares, par value $1.00 per share 06/16/2005 S 700(7) D $37.06 1,474,870 I Managing Director of GMIMCO(7)
Ordinary Shares, par value $1.00 per share 06/16/2005 S 300(8) D $37.07 1,474,570 I Managing Director of GMIMCO(8)
Ordinary Shares, par value $1.00 per share 06/16/2005 S 400(9) D $37.08 1,474,170 I Managing Director of GMIMCO(9)
Ordinary Shares, par value $1.00 per share 06/16/2005 S 600(10) D $37.09 1,473,570 I Managing Director of GMIMCO(10)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 11,200(11) D $37.32 1,462,370 I Managing Director of GMIMCO(11)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 200(12) D $37.33 1,462,170 I Managing Director of GMIMCO(12)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 1,900(13) D $37.34 1,460,270 I Managing Director of GMIMCO(13)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 6,500(14) D $37.35 1,453,770 I Managing Director of GMIMCO(14)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 2,666(15) D $37.36 1,451,104 I Managing Director of GMIMCO(15)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 1,200(16) D $37.37 1,449,904 I Managing Director of GMIMCO(16)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 100(17) D $37.38 1,449,804 I Managing Director of GMIMCO(17)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 900(18) D $37.39 1,448,904 I Managing Director of GMIMCO(18)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 3,800(19) D $37.4 1,445,104 I Managing Director of GMIMCO(19)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 100(17) D $37.41 1,445,004 I Managing Director of GMIMCO(17)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 500(20) D $37.42 1,444,504 I Managing Director of GMIMCO(20)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 500(20) D $37.43 1,444,004 I Managing Director of GMIMCO(20)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 300(21) D $37.44 1,443,704 I Ordinary Shares, par value $1.00 per share(21)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 800(22) D $37.51 1,442,904 I Managing Director of GMIMCO(22)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 2,500(23) D $37.52 1,440,404 I Managing Director of GMIMCO(23)
Ordinary Shares, par value $1.00 per share 06/17/2005 S 1,100(24) D $37.53 1,439,304 I Managing Director of GMIMCO(24)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option $22.14 08/25/2003 02/25/2013 Ordinary Shares 5,000 5,000 D
Option $33.91 11/05/2004 05/05/2014 Ordinary Shares 5,000 5,000 D
Restricted Share Unit $0 (25) 10/27/2005 Ordinary Shares 1,750 1,750 D
Explanation of Responses:
1. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 8,812 and 11,888 shares, respectively, on June 16, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
2. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 1,745 and 2,355 shares, respectively, on June 16, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
3. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 898 and 1,212 shares, respectively, on June 16, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
4. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 724 and 976 shares, respectively, on June 16, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
5. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 719 and 971 shares, respectively, on June 16, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
6. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 1,149 and 1,551 shares, respectively, on June 16, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
7. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 298 and 402 shares, respectively, on June 16, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
8. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 128 and 172 shares, respectively, on June 16, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
9. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 170 and 230 shares, respectively, on June 16, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
10. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 255 and 345 shares, respectively, on June 16, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
11. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 4,772 and 6,428 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
12. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 85 and 115 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
13. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 810 and 1,090 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
14. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 2,770 and 3730 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
15. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 1,136 and 1,530 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
16. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 511 and 689 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
17. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 43 and 57 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
18. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 383 and 517 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
19. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 1,619 and 2,181 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
20. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 213 and 287 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
21. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 128 and 172 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
22. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 341 and 459 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
23. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 1,065 and 1,435 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
24. Mr. Froland is a Managing Director of General Motors Investment Management Corporation ("GMIMCO"). First Plaza Group Trust and GM Capital Partners I, L.P., entities controlled directly or indirectly by GMIMCO (the "GM Entities"), sold 469 and 631 shares, respectively, on June 17, 2005. Mr. Froland disclaims beneficial ownership of any ordinary shares held by the GM Entities, except to the extent of his pecuniary interest.
25. The Restricted Share Units convert into Ordinary Shares on October 27, 2005, unless the recipient is no longer a member of the Company's Board of Directors on that date.
/s/ Charles G. Froland 06/20/2005
** Signature of Reporting Person Date
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