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): July 18, 2007

                                 ---------------

                            SCOTTISH RE GROUP LIMITED
             (Exact name of registrant as specified in its charter)

                                 ---------------

       Cayman Islands                   001-16855                 98-0362785
(State or Other Jurisdiction    (Commission File Number)      (I.R.S. Employer
      of Incorporation)                                      Identification No.)


              P.O. Box HM 2939
  Crown House, Second Floor, 4 Par-la-Ville
                    Road
                Hamilton HM12
                   Bermuda                                        N/A
  (Address of Principal Executive Offices)                    (Zip Code)

                                 (441) 295-4451
               Registrant's telephone number, including area code

                                       N/A
          (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 5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.

        Scottish Re Group Limited (the "Company") announced on July 18, 2007
that it had named George Zippel, 48, its President and Global Chief Executive
Officer, effective as of August 10, 2007. Paul Goldean, who has been serving as
the Company's President and Chief Executive Officer for the past year, will
continue with the Company, assuming the role of Chief Administrative Officer,
effective August 10, 2007. It is expected that Mr. Zippel will also be named to
the Company's Board of Directors at the meeting of the Board of Directors
scheduled for August 2, 2007.

        From May 2004 until joining the Company, Mr. Zippel was President and
CEO of Genworth Financial's Protection segment, which included the company's
life insurance, long-term care insurance, employee benefit, and payment
protection insurance businesses. Prior to joining Genworth as part of its
initial public offering in May 2004, Mr. Zippel held various senior management,
operations and financial roles with the General Electric Company. He joined GE
Financial in 1999 as President and CEO of First Colony Life Insurance Company.
Mr. Zippel holds a B.A. in Economics from Hamilton College. He was most recently
a board member of the American Council of Life Insurers and served on the Boards
of Directors of Centra Health, Amazement Square - The Rightmire Children's
Museum, STEP with Links, and the NAILBA Charitable Foundation. Additional
information regarding Mr. Zippel's appointment is set forth in the press release
which is filed as Exhibit 99.1 hereto.

        Mr. Zippel's employment agreement (the "Employment Agreement") is for a
two-year term from July 18, 2007 and is automatically renewable for successive
one-year terms, subject to earlier termination with at least 60 days prior
written notice to the other party. Pursuant to the Employment Agreement, Mr.
Zippel will receive a minimum annual base salary of $900,000 and a minimum
incentive bonus of approximately $286,644 for 2007. In addition, Mr. Zippel has
been granted stock options, as set forth below.

        On July 18, 2007, the Compensation Committee of the Company's Board of
Directors approved the grant of stock options under the 2007 Scottish Re Group
Limited Stock Option Plan (the "Plan") to certain employees of the Company,
including the executive officers identified below, subject to the terms of the
Plan and the employee nonqualified stock option agreement entered into between
the Company and each person to whom such options were granted, which grants
became effective on such date. The exercise price of the options is $4.76,
representing the closing price of the Company's ordinary shares on the date of
grant. Fifty percent (50%) of the options granted to each employee will vest
based on the participant's continued employment or service with the Company or
its subsidiaries (the "Time-Based Options") and the remaining fifty percent
(50%) will vest based on the achievement of certain performance targets as
established by the Board of Directors in its sole discretion for each relevant
fiscal year (the "Performance-Based Options"). With respect to the Time-Based
Options, twenty percent (20%) vested on the grant date and an additional twenty
percent (20%) will vest on each anniversary of the grant date, subject to the
participant's continued employment or service with the Company or its
subsidiaries. With respect to the Performance-Based


                                        2




Options, following the close of each fiscal year after the grant of the options,
and subject to the participant's continued employment or service with the
Company or its subsidiaries on the close of the applicable fiscal year, ten
percent (10%) of the Performance-Based Options will vest if the Company's
performance targets are attained and ten percent (10%) will vest if the
participant's respective division/segment performance targets are attained. The
Board of Directors has the sole discretion to determine the extent to which
pre-established performance targets have been attained. In addition, any vested
Performance-Based Options will not become exercisable until the end of the fifth
fiscal year following May 7, 2007; provided, however, that if the Company
achieves an A- rating or better from Standard & Poor's or AM Best within
eighteen (18) months following May 7, 2007, all Performance-Based Options with
regard to fiscal years 2007 and 2008 will fully vest and become exercisable. The
expiration date of the stock options is July 18, 2017. In the event of a change
of control of the Company, the options will immediately vest in full. In
addition, certain termination events can also trigger accelerated vesting of the
options.



- ---------------------------------------------------- ------------------ ------------------
             Name of Executive Officer                  Number of          Number of
                                                        Time-Based      Performance-Based
                                                          Options            Options
- ---------------------------------------------------- ------------------ ------------------
                                                                
Paul Goldean
   President and Chief Executive Officer             400,000            400,000
- ---------------------------------------------------- ------------------ ------------------
Duncan Hayward
   Chief Accounting Officer                          75,000             75,000
- ---------------------------------------------------- ------------------ ------------------
David Howell
   Chief Executive Officer, Scottish Re Holdings     175,000            175,000
   Limited
- ---------------------------------------------------- ------------------ ------------------
George Zippel                                        625,000            625,000
   President and Chief Executive Officer
   (effective August 10, 2007)
- ---------------------------------------------------- ------------------ ------------------



Item 9.01. Financial Statements and Exhibits.


(c) Exhibits.

99.1    Press Release issued by Scottish Re Group Limited on July 18, 2007.




                                        3





                                    SIGNATURE



          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.



                             SCOTTISH RE GROUP LIMITED


                              By: /s/ Paul Goldean
                                  ----------------------------------------
                                   Paul Goldean
                                   President and Chief Executive Officer



Dated:  July 24, 2007



                                        4





                                INDEX TO EXHIBITS

Number      Description
- ------      -----------

99.1        Press Release issued by Scottish Re Group Limited on July 18, 2007.





                                        5

EX-99.1

Scottish Re Announces George Zippel as President and Global Chief Executive

Officer HAMILTON, Bermuda--(BUSINESS WIRE)--

Scottish Re Group Limited (NYSE:SCT), a global life reinsurance specialist,
today announced the appointment of George Zippel as President and Global Chief
Executive Officer, effective August 10th. He will be joining the company
immediately, serving in a transition role. George will be based at the company's
Hamilton, Bermuda headquarters.

Paul Goldean, who has been serving as President and Chief Executive Officer for
the past year, will continue with Scottish Re, assuming the role of Chief
Administrative Officer, effective August 10th.

George Zippel, 48, was most recently President and CEO of Genworth Financial's
Protection segment, which included the company's life insurance, long-term care
insurance, employee benefit, and payment protection insurance businesses. In
this role, he was responsible for 4,000 employees in 17 countries, and in 2006,
oversaw efforts that resulted in over $6 billion in revenue and $600 million in
operating net income.

Jonathan Bloomer, member of the Scottish Re Board of Directors noted, "George
has an impressive background and proven track record with broad and significant
experience in the insurance industry. He will be a tremendous asset for our
future growth and we look forward to his contributions to the company."

George Zippel commented, "I'm excited to be joining Scottish Re and look forward
to working with the team to drive disciplined management processes that will
help us satisfy client needs and meet our financial targets. The company has
been through a challenging year, but has strong capabilities that we can build
on for our future."

Prior to joining Genworth as part of its initial public offering in May 2004,
George held various senior management, operations and financial roles with the
General Electric Company. He joined GE Financial in 1999 as President and CEO of
First Colony Life Insurance Company.

A native of Westbury (Long Island), New York, George holds a B.A. in Economics
from Hamilton College. He was most recently a board member of the American
Council of Life Insurers and served on the Boards of Directors of Centra Health,
Amazement Square - The Rightmire Children's Museum, STEP with Links, and the
NAILBA Charitable Foundation.

At the Scottish Re Board of Directors meeting scheduled for August
1st, it is expected that George will also be named to the Board.

About Scottish Re

Scottish Re Group Limited is a global life reinsurance specialist. Scottish Re
has operating businesses in Bermuda, Grand Cayman, Guernsey, Ireland, Singapore,
the United Kingdom and the United States. Its flagship operating subsidiaries
include Scottish Annuity & Life Insurance Company (Cayman) Ltd., Scottish Re
(U.S.), Inc., and Scottish Re Limited. Additional information about Scottish Re
Group Limited can be obtained from its Web site, www.scottishre.com.




Source: Scottish Re Group Limited

_________
Contact: Scottish Re, Hamilton
Rayissa Palmer, Vice President Marketing & Communications
704-752-3422