UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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): July 27, 2005

                          Willis Group Holdings Limited
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             (Exact Name of Registrant as Specified in Its Charter)

                                     Bermuda
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                 (State or Other Jurisdiction of Incorporation)

          001-16503                                    98-0352587
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    (Commission File Number)               (IRS Employer Identification No.)

                            c/o Willis Group Limited
                               Ten Trinity Square
                            London EC3P 3AX, England
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                    (Address of Principal Executive Offices)

                               (44) (20) 7488-8111
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              (Registrant's Telephone Number, Including Area Code)

                                 Not Applicable
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          (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
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|_|  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
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|_|  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
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Item 8.01 Other Events On July 27, 2005 Willis Group Holdings Limited issued a press release announcing that the Board of Directors approved an increase in the Company's existing common share buyback authorization from $300 million to $500 million. The press release is attached as Exhibit 99.1 hereto. Item 9.01. Financial Statements and Exhibits. (c) Exhibits. 99.1 Press Release of WGHL dated July 27, 2005

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. WILLIS GROUP HOLDINGS LIMITED Date: July 27, 2005 By: /s/ William P. Bowden, Jr. -------------------------- Name: William P. Bowden, Jr. Title: General Counsel

EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Press Release of WGHL dated July 27, 2005

                                                                    Exhibit 99.1

Willis Group Increases Stock Buyback Authorization and Declares Regular
Quarterly Dividend

    NEW YORK--(BUSINESS WIRE)--July 27, 2005--Willis Group Holdings
Limited (NYSE: WSH), the global insurance broker, today announced that
the Board of Directors approved an increase in the Company's existing
common share buyback authorization from USD300 million to USD500
million.
    The buyback is an open-ended plan to purchase, from time to time
in the open market or through negotiated trades with persons who are
not affiliates of the Company, shares of the Company's common stock.
    Separately, the Board of Directors declared a regular quarterly
cash dividend on the Company's common stock of USD0.215 per share, an
annual rate of USD0.86 per share. The dividend is payable on October
14, 2005 to shareholders of record on September 30, 2005.
    Willis Group Holdings Limited is a leading global insurance
broker, developing and delivering professional insurance, reinsurance,
risk management, financial and human resource consulting and actuarial
services to corporations, public entities and institutions around the
world. With over 300 offices in over 100 countries, its global team of
15,800 Associates serves clients in 180 countries. Additional
information on Willis may be found on its web site: www.willis.com.


    CONTACT: Willis Group Holdings Limited
             Investors:
             Kerry K. Calaiaro, +1 212-837-0880
             Email: kerry.calaiaro@willis.com
                 or
             Media:
             Dan Prince, +1 212-837-0806
             Email: daniel.prince@willis.com