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*
McGuire Michael J

(Last) (First) (Middle)
C/O ENDURANCE SPECIALTY HOLDINGS LTD.
WELLESLEY HOUSE, 90 PITTS BAY ROAD

(Street)
PEMBROKE D0 HM 08

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/03/2005
3. Issuer Name and Ticker or Trading Symbol
ENDURANCE SPECIALTY HOLDINGS LTD [ ENH ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Actg. Off. & Trsr.
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)
Ordinary Shares, par value $1.00 per share 694 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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Option 04/07/2004(1) 04/07/2013 Ordinary Shares 12,500 $22.37 D
Restricted Share Unit (2) 03/01/2009 Ordinary Shares 3,264 $0.00 D
Restricted Share Unit (3) 11/18/2009 Ordinary Shares 7,620 $0.00 D
Restricted Share Unit (4) 03/01/2009 Ordinary Shares 4,195 $0.00 D
Restricted Share Unit (5) 03/01/2008 Ordinary Shares 2,560 $0.00 D
Explanation of Responses:
1. Vests 20% per annum beginning on the date of grant. As of August 3, 2005, 7,500 options are vested and exercisable.
2. The restricted share units are forfeitable upon the termination of employment with the Company or receipt of a performance appraisal that does not meet requirements. 3,582 restricted share units were originally granted on March 1, 2004, of which 12.5% converted into a combination of cash and ordinary shares on March 1, 2005. The remaining restricted share units are converted into ordinary shares or their cash equievalent in accordance with the following schedule: March 1, 2006 (25%), March 1, 2007 (25%), March 1, 2008 (25%) and March 1, 2009 (12.5%). Dividend restricted share units are converted into ordinary shares or their cash equivalent on March 1, 2009.
3. The restricted share units are forfeitable upon the termination of employment with the Company or receipt of a performance appraisal that does not meet requirements. The restricted share units are converted into ordinary shares or their cash equivalent in accordance with the following schedule: November 18, 2005 (12.5%), November 18, 2006 (25%), November 18, 2007 (25%), November 18, 2008 (25%) and November 18, 2009 (12.5%). Dividend restricted share units are converted into ordinary shares or their cash equivalent on November 18, 2009.
4. The restricted share units are forfeitable only upon violation of a non-competition restriction and are converted into ordinary shares or their cash equivalents in equal quarters on March 1, 2006, March 1, 2007, March 1, 2008 and March 1, 2009. Dividend restricted share units are converted into ordinary shares or their cash equivalents on March 1, 2009. 4,140 restricted share units were originally granted on March 1, 2005.
5. The restricted share units are forfeitable only upon violation of a non-competition restriction. 3,263 restricted share units were originally granted on March 1, 2004, 20% of which converted into a combination of cash and ordinary shares on March 1, 2005. The remaining restricted share units are converted into ordinary shares or their cash equivalents in equal quarters on March 1, 2006, March 1, 2007 and March 1, 2008. Dividend restricted share units are converted into ordinary shares or their cash equivalents on March 1, 2008.
Remarks:
/s/ Michael J. McGuire 08/04/2005
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.