SEC FORM 4

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^*

BERKOWITZ BRUCE R

(Last)

(First)

(Middle)

C/O WHITE MOUNTAINS INSURANCE GROUP, LTD

80 SOUTH MAIN STREET

(Street)

HANOVER

03755

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
WHITE MOUNTAINS INSURANCE GROUP LTD [ WTM ]

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)
01/03/2006

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	01/03/2006		J	V	62,000	D	⁽¹⁾	0⁽¹⁾	I	By Fairholme Partners L.P.
Common Shares	01/03/2006		J	V	2,958	A	⁽¹⁾	2,958⁽²⁾	D
Common Shares	01/03/2006		J	V	1,479	A	⁽¹⁾	1,479⁽³⁾	I	By East Lane L.L.C.
Common Shares	01/03/2006		J	V	16,785	A	⁽¹⁾	16,785⁽⁴⁾	I	By Fairholme Capital Management, L.L.C.
Common Shares								8,500⁽⁵⁾	I	See Footnote 5

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Mr. Berkowitz has elected to file this voluntary Form 4 to report the distribution (the "Distribution") on January 3, 2006 of 62,000 WTM Common Shares from Fairholme Partners L.P. ("Fairholme Partners") to its partners of which 40,778 shares were distributed to partners other than Bruce Berkowitz or his affiliates. This voluntary report is being made in lieu of reporting such distribution on Form 5 within 45 days after the close of WTM's 2006 fiscal year. Mr. Berkowitz previously reported his indirect beneficial ownership of the 62,000 WTM Common Shares held by Fairholme Partners in prior reports but disclaimed beneficial ownershjp of these Common Shares except to the extent of his pecuniary interest.

2. In connection with the Distribution, Mr. Berkowitz received 2,958 WTM Common Shares.

3. In connection with the Distribution, East Lane L.L.C., a Berkowitz Family Partnership, received 1,479 WTM Common Shares. Mr. Berkowitz is the Managing Member of East Lane L.L.C.

4. In connection with the Distribution, Fairholme Capital Management L.L.C. ("Fairholme Capital") received 16,785 WTM Common Shares. Fairholme Capital is a registered investment adviser owned by Mr. Berkowitz and East Lane L.L.C. Mr. Berkowitz is the Managing Member of Fairholme Capital.

5. Fairholme Ventures II, LLC ("Fairholme Ventures") is the beneficial owner of 1,500 Common Shares of WTM and Fairholme Funds, Inc./The Fairholme Fund (the "Fairholme Fund") is the beneficial owner of 7,000 Common Shares of WTM. Mr. Berkowitz is the Managing Member of Fairholme Capital which is the Managing Member of Fairholme Ventures and the Investment Adviser to Fairholme Fund. Mr. Berkowitz disclaims beneficial ownership of the WTM Common Shares owned by Fairholme Ventures and Fairholme Fund except to the extent of his pecuniary interest therein.

Remarks:

	Dennis P. Beaulieu, by Power of Attorney	03/21/2006
	** 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 4 (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).
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