XL Capital 8K - 04/28/06
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 28,
2006
————————————
XL
CAPITAL LTD
(Exact
name of registrant as specified in its charter)
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|
Cayman
Islands
|
1-10809
|
98-0191089
|
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
XL
House, One Bermudiana Road, Hamilton, Bermuda HM 11
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (441) 292 8515
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
1.01. Entry into a Material Definitive Agreement.
On
April
28, 2006, at a meeting of the Board of Directors (the "Board") of XL
Capital Ltd (the "Company"), the Board approved to continue the
compensation payable to non-employee members of the Board. The terms of such
compensation are set forth in the Company's Annual Proxy Statement dated March
24, 2006, filed on Schedule 14A. At that meeting, the Board also
approved a restricted stock award of 1,250 shares to John W.
Weiser in connection with his prior service as lead director to
preside at executive sessions of non-management Directors of the Company during
2005. This restricted stock grant vests immediately.
Item
5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
As
previously disclosed in the Company's Annual Proxy Statement dated March
24,
2006 and filed on Schedule 14A, on April 28, 2006, John W. Weiser
retired as a Director of the Company immediately prior to the
Company's Annual General Meeting of shareholders. No disagreement between
Mr. Weiser and the Company that would require disclosure under Item
5.02(a) of Form 8-K has occurred.
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.
Date: May
3,
2006
XL
CAPITAL LTD
(Registrant)
By:
/s/ Fiona Luck
Name:
Fiona
Luck
Title: Executive
Vice President,
Global Head of Corporate Services &
Assistant Secretary