8-K

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

Date of Report (Date of earliest event reported): April 23, 2008

HILB ROGAL & HOBBS COMPANY

(Exact name of registrant as specified in its charter)

Virginia	0-15981	54-1194795
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

4951 Lake Brook Drive, Suite 500 Glen Allen, Virginia	23060
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (804) 747-6500

Not Applicable

(Former name or former address, if changed since last report)

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:

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

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

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

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

Item 2.02. Results of Operations and Financial Condition.

The Registrant issued a news release on April 23, 2008 discussing its results for the quarter ended March 31, 2008. The news release is attached as Exhibit 99.1 and is incorporated by reference into this Item 2.02.

Item 9.01. Financial Statements and Exhibits.

(a) Exhibits. The following exhibit is being furnished pursuant to Item 2.02 above.

Exhibit No.	Description
99.1	News Release dated April 23, 2008

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 hereunto duly authorized.

	HILB ROGAL & HOBBS COMPANY                         (Registrant)
	By:	/s/ Michael Dinkins
Date: April 23, 2008		Michael Dinkins
		Executive Vice President and Chief Financial Officer

2

EXHIBIT INDEX

Exhibit No.	Description
99.1	News Release dated April 23, 2008

EX-99.1

Exhibit 99.1

News Release

Hilb Rogal & Hobbs Company	Investor Contact:	Carolyn Jones
4951 Lake Brook Drive, Suite 500	Phone:	(804) 747-3108
Glen Allen, Virginia 23060	Fax:	(804) 747-6046

FOR IMMEDIATE RELEASE

April 23, 2008

HILB ROGAL & HOBBS COMPANY REPORTS RESULTS FOR

2008 FIRST QUARTER

RICHMOND, VA — Hilb Rogal & Hobbs Company (NYSE:HRH), one of the world’s largest insurance and risk management intermediaries, today reported financial results for the first quarter ended March 31, 2008.

For the 2008 first quarter, total revenues were $206.8 million, compared with $198.2 million in the 2007 first quarter, an increase of 4.4%. Core commissions and fees rose 12.6% to $179.1 million for the quarter, compared with $159.1 million for the same period in 2007 reflecting acquisitions, new business and amounts recorded under supplemental commission agreements with certain underwriters, offset by the effects of continued sharp declines in property and casualty premium rates and the timing of certain transactions. Contingent commissions decreased $9.0 million to $24.2 million from the same period in 2007.

Organic growth on core commissions and fees was 1.1% for the 2008 first quarter. Organic growth for each of the company’s reportable segments is included in a separate table in this release. Organic growth is defined as the change in commissions and fees before the effect of acquisitions and divestitures which closed less than one year ago.

Net income for the first quarter decreased 38.5% to $15.5 million, or $0.42 per share, compared with $25.2 million, or $0.69 per share, for the same 2007 period. Operating net income decreased 35.9% to $15.3 million, or $0.42 per share, compared with $23.8 million, or $0.65 per share, for the 2007 first quarter. The operating margin for the 2008 first quarter decreased to 20.3% from 26.4% for the 2007 first quarter.

For the quarter, the accelerating decline in property and casualty rates significantly influenced financial results. In addition, the operating earnings per share comparison for the quarter was adversely affected by the following factors:

• The quarterly timing related to the shift from contingent to supplemental commissions ($0.11);

• Increased professional and claims fees related, in part, to quarter-specific matters ($0.04);

• The dilutive impact of an acquisition ($0.05); and

• Increased costs related to the employee medical program ($0.02).

These four factors reduced the operating profit margin by 5.1 percentage points in the quarter.

(CONTINUED)

HILB ROGAL & HOBBS COMPANY REPORTS RESULTS FOR

2008 FIRST QUARTER – Continued

Martin L. (Mell) Vaughan, III, chairman and chief executive officer, said, “We began 2008 with a better start than our disappointing financial comparison implies. In addition to the unprecedented rate environment, the quarter was affected by the timing of compensation from certain underwriters, quarter-specific expenses and dilution from an acquisition. While the switch from contingent to supplemental commissions complicated quarterly comparability, our expected level of compensation under these agreements for the full year has not changed. In light of the continued sharp decline in property and casualty premium rates and the effects of macroeconomic weakness on insurance demand, our positive organic growth of 1.9% in domestic retail is further evidence of our sustained gains in market share and an indication of the effectiveness and resiliency of our operating models.”

F. Michael Crowley, president, added, “The strength in new business was broadly distributed across middle-market and major account property and casualty products, our growing range of employee benefits products, and our geographic regions. Evidence strongly indicates that our sales and service operating models, national practice specialties and regional organizations are contributing to our success resulting in growth in market share. We recognize the urgency of cost control and our process improvement initiatives which are designed to improve efficiency as well as service quality.”

Vaughan continued, “Our growth strategies are to focus on increasing market share through new business and retaining existing clients through effective and responsive service; managing costs through process improvements and performance accountability; and deploying our cash flow and capital effectively through acquisitions and share repurchases. Over the past six months, we have repurchased approximately $30 million in HRH shares. Our current share repurchase authorization provides for an additional $35 million in 2008. Our strategies are designed to build long-term shareholder value.”

About HRH

Hilb Rogal & Hobbs Company (HRH) is the eighth largest insurance and risk management intermediary in the United States, with over 140 offices throughout the United States and the world. HRH helps clients manage their risks in property and casualty, employee benefits, professional liability and other areas of specialized exposure. In addition, HRH offers a full range of personal and corporate financial products and services. HRH is focused on understanding our clients’ businesses, employees and risks, as well as the insurance and financial markets, so that we can develop insurance, risk management and employee benefits solutions that best fit their needs. The company’s common stock is traded on the New York Stock Exchange, symbol HRH. More information about HRH, including instructions for the quarterly conference call, may be found at www.hrh.com.

Forward-Looking Statements

Forward-looking statements made during the course of our conference calls, in filings by the company with the Securities and Exchange Commission, in the company’s press releases or other public or shareholder communications, or in oral statements made with the approval of an authorized company executive officer, may include the words or phrases “would be,” “will allow,” “expects to,” “will continue,” “is anticipated,” “estimate,” “project” or similar expressions and are intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.

(CONTINUED)

HILB ROGAL & HOBBS COMPANY REPORTS RESULTS FOR

2008 FIRST QUARTER – Continued

While forward-looking statements are provided to assist in the understanding of the company’s anticipated future financial performance, the company cautions readers not to place undue reliance on any forward-looking statements, which speak only as of the date made. Forward-looking statements are subject to significant risks and uncertainties, many of which are beyond the company’s control. Although the company believes that the assumptions underlying its forward-looking statements are reasonable, any of the assumptions could prove to be inaccurate. Actual results may differ materially from those contained in or implied by such forward-looking statements for a variety of reasons. Risk factors and uncertainties that might cause such a difference include, but are not limited to, the following: the company’s commission revenues are based on premiums set by insurers and any decreases in these premium rates could result in revenue decreases for the company; the level of contingent commissions is difficult to predict and any material decrease in the company’s collection of them is likely to have an adverse impact on operating results; the company’s growth has been enhanced through acquisitions, but the company may not be able to successfully identify and attract suitable acquisition candidates and complete acquisitions; the company’s failure to integrate an acquired insurance agency efficiently may have an adverse effect on the company; the general level of economic activity can have a substantial impact on revenues that is difficult to predict; a strong economic period may not necessarily result in higher revenues; the company’s success in the future depends, in part, on the company’s ability to attract and retain quality producers; the company may be subject to increasing costs arising from errors and omissions claims against the company; the company is subject to governmental regulation which may impact operating results and/or growth; the business practices and broker compensation arrangements of the company are subject to uncertainty due to investigations by governmental authorities and related private litigation; the company is subject to a number of investigations and legal proceedings, which if determined unfavorably for the company, may adversely affect the company’s results of operations; a decline in the company’s ability to obtain new financing and/or refinance current borrowings may adversely affect the company; if the company is unable to respond in a timely and cost-effective manner to rapid technological change in the insurance intermediary industry, there may be a resulting adverse effect on business and operating results; quarterly and annual variations in the company’s commissions and fees that result from the timing of policy renewals and the net effect of new and lost business production may have unexpected impacts on the company’s results of operations; the company’s operating results could be adversely affected if the value of intangible assets is not fully realized; and the company has international operations, particularly in the United Kingdom, which expose the company to various legal, economic and market risks including foreign currency exchange rate fluctuations.

The company does not undertake, and specifically disclaims any obligation, to update any forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date of such statements. For more details on factors that could affect expectations, see the company’s Annual Report on Form 10-K for the year ended December 31, 2007 and other reports from time to time filed with or furnished to the Securities and Exchange Commission.

(CONTINUED)

HILB ROGAL & HOBBS COMPANY AND SUBSIDIARIES

COMPARATIVE FINANCIAL ANALYSIS

(In thousands, except per share data)

	THREE MONTHS ENDED MARCH 31,
	2008		2007
	(Unaudited)
REVENUES
Core commissions and fees	$	179,126	$	159,069
Contingent commissions		24,163		33,119
Investment income		2,658		3,037
Other		882		2,968
		206,829		198,193
OPERATING EXPENSES
Compensation and employee benefits		123,434		109,118
Other operating expenses		38,705		33,022
Depreciation		2,340		2,113
Amortization of intangibles		9,841		7,414
Interest expense		7,078		5,491
		181,398		157,158
INCOME BEFORE INCOME TAXES		25,431		41,035
Income taxes		9,908		15,813
NET INCOME	$	15,523	$	25,222
Net Income Per Share:
Basic	$	0.43	$	0.70
Assuming Dilution	$	0.42	$	0.69
Dividends Per Share	$	0.13	$	0.12
Weighted Average Shares Outstanding:
Basic		36,514		36,214
Assuming Dilution		36,756		36,724

HILB ROGAL & HOBBS COMPANY AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

(In thousands)

	MARCH 31, 2008		DECEMBER 31, 2007
	(Unaudited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	282,702	$	294,407
Receivables (net)		319,383		366,215
Prepaid expenses and other current assets		38,571		42,200
TOTAL CURRENT ASSETS		640,656		702,822
PROPERTY & EQUIPMENT (NET)		25,492		26,023
INTANGIBLE ASSETS (NET)		1,060,071		1,052,278
OTHER ASSETS		37,186		36,303
	$	1,763,405	$	1,817,426
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES
Premiums payable to insurance companies	$	407,143	$	453,850
Accounts payable		42,271		32,380
Accrued expenses		37,573		54,290
Premium deposits and credits due customers		60,362		69,284
Current portion of long-term debt		14,655		14,705
TOTAL CURRENT LIABILITIES		562,004		624,509
LONG-TERM DEBT		422,095		412,432
DEFERRED INCOME TAXES		50,112		50,524
OTHER LONG-TERM LIABILITIES		49,029		46,758
SHAREHOLDERS’ EQUITY
Common Stock (outstanding 36,391 and 36,749 shares, respectively)		258,785		271,263
Retained earnings		420,215		409,443
Accumulated other comprehensive income		1,165		2,497
		680,165		683,203
	$	1,763,405	$	1,817,426

HILB ROGAL & HOBBS COMPANY AND SUBSIDIARIES

GAAP MEASURES RECONCILIATION

(In thousands, except per share data)

This news release contains references to financial measures that exclude certain charges and non-recurring items. The company believes that these adjusted financial measures provide additional measures of performance that investors can use in evaluating the company’s performance. The schedule below provides a reconciliation of these financial measures to those prepared in accordance with United States generally accepted accounting principles (GAAP).

	NET INCOME THREE MONTHS ENDED MARCH 31,						NET INCOME PER SHARE ASSUMING DILUTION THREE MONTHS ENDED MARCH 31,
	2008			2007			2008			2007
	(Unaudited)						(Unaudited)
GAAP NET INCOME	$	15,523		$	25,222		$	0.42		$	0.69
Excluding:
Non-operating gains, net of taxes		(245	)		(1,393	)		—			(0.04	)
OPERATING NET INCOME		15,278			23,829			0.42			0.65
Plus: Amortization of intangibles, before tax		9,841			7,414			0.26			0.20
OPERATING NET INCOME PLUS AMORTIZATION OF INTANGIBLES	$	25,119		$	31,243		$	0.68		$	0.85
	OPERATING PROFIT THREE MONTHS ENDED MARCH 31,						OPERATING REVENUE THREE MONTHS ENDED MARCH 31,
	2008			2007			2008			2007
	(Unaudited)						(Unaudited)
GAAP NET INCOME / REVENUE	$	15,523		$	25,222		$	206,829		$	198,193
Excluding:
Non-operating gains		(402	)		(2,284	)		(402	)		(2,284	)
Amortization of intangibles		9,841			7,414			—			—
Interest expense		7,078			5,491			—			—
Income taxes		9,908			15,813			—			—
OPERATING PROFIT / REVENUE	$	41,948		$	51,656		$	206,427		$	195,909

HILB ROGAL & HOBBS COMPANY AND SUBSIDIARIES

GAAP MEASURES RECONCILIATION

(In thousands)

	GAAP REVENUE THREE MONTHS ENDED MARCH 31,				TOTAL CHANGE			TOTAL GROWTH		NET ADJUSTMENTS (ACQUISITIONS)			ORGANIC GROWTH
(Unaudited)	2008		2007		($)			(%)		/ DIVESTITURES			(%)
Core Commissions & Fees:
Domestic Retail	$	153,737	$	133,883	$	19,854		14.8	%	$	(17,337	)	1.9	%
Excess & Surplus		8,399		7,919		480		6.1			(1,049	)	(7.2	)
International		11,578		11,577		1		—			—		—
Other		5,412		5,690		(278	)	(4.9	)		—		(4.9	)
Total	$	179,126	$	159,069	$	20,057		12.6	%	$	(18,386	)	1.1	%

—END—