8-K

                                  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): June 28, 2007


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


                                    Bermuda
                 (State or Other Jurisdiction of Incorporation)

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

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

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

                                 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 (see General Instruction A.2. below):

     [ ] 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 8.01    Other Events.

On June 28, 2007, Willis Group Holdings Limited, a Bermuda company (the
"Company"), announced the acquisition of Chicago-based InsuranceNoodle, a
leading internet distributor of U.S. small business insurance. A copy of the
Press Release describing the transaction is attached as Exhibit 99.1 to this
Report on Form 8-K and is incorporated herein by reference.


Item 9.01.   Financial Statements and Exhibits.
       (d)   Exhibits.

             99.1    Press Release of WGHL dated June 28, 2007






                                   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: June 28, 2007                        By: /s/ Adam G. Ciongoli
                                               --------------------
                                           Name:    Adam G. Ciongoli
                                           Title:   General Counsel






                                  EXHIBIT INDEX


     Exhibit No.           Description
     -----------           -----------

     99.1                  Press Release of WGHL dated June 28, 2007

EX-99.1

                                                                    Exhibit 99.1

     Willis Acquires InsuranceNoodle, Leading Insurance E-Broker
                          For Small Business


    NEW YORK--(BUSINESS WIRE)--June 28, 2007--Willis Group Holdings
Limited (NYSE:WSH), the global insurance broker, today announced the
acquisition of Chicago-based InsuranceNoodle, a leading internet
distributor of U.S. small business insurance. Terms of the transaction
were not disclosed.

    "We are very excited about this acquisition. Small business is a
big business growth opportunity for Willis," said Joe Plumeri,
Chairman and CEO, Willis, "InsuranceNoodle, with its state-of-the-art
internet technology and strong relationships with insurance carriers
and agents across the country, offers us a greatly improved,
lower-cost way to reach and service this key market in the U.S."

    InsuranceNoodle provides Willis with the following benefits:

    --A patented, proprietary web-based technology platform that
facilitates online application and quoting from multiple carriers for
a variety of commercial insurance products.

    --A cost-effective way to reach and service small business easily
and quickly and that offers unique solutions for franchise, affinity
and program opportunities.

    --A recognized brand with carriers and with retail insurance
agents and local brokers focusing on small business. InsuranceNoodle
currently has more than 2,500 active InsuranceNoodle Network agencies
across the country.

    --An electronically linked MGA, Noodle Specialty Brokers, offering
a broader array of products and services specifically designed for the
small business market.

    Willis' financial strength, management resources and business
expertise will drive significant development opportunities for
InsuranceNoodle. "We are equally enthusiastic about becoming part of
Willis," said InsuranceNoodle holding company CEO Don Urbanciz, "Our
alignment with Willis couldn't be better. We will use Willis'
strengths to develop more product and service offerings and deepen our
access to carriers. We in turn provide an innovative technology that
offers a distinct market advantage. InsuranceNoodle gives independent
agents a service edge by streamlining the placement of commercial
business in an insurance agent's office and providing elevated levels
of choice and speed to their clients."

    InsuranceNoodle's industry-leading technology platform will serve
as the new foundation for Willis Small Commercial, with Urbanciz named
North American CEO. Kathryn Emmerson will remain CEO of
InsuranceNoodle, which will continue to operate under its well-known
brand name as a division of Willis Small Commercial. Andrea Paris, who
prior to the transaction was promoted to lead the centralization of
Willis' small commercial business, continues in that role and will
assist the InsuranceNoodle management team in fully integrating its
business model into the company.

    "Willis and InsuranceNoodle are a strong strategic fit and also
share the same values and practices," said Mr. Plumeri, "We both have
a client-centric vision, excellent relationships with carriers, highly
skilled and experienced teams, a commitment to aggressive growth
targets, and an entrepreneurial, cost-conscious culture."

    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. Willis has more than 300 offices in some 100 countries with a
global team of approximately 16,000 employees serving clients in 190
countries. Additional information on Willis may be found at
www.willis.com.

    CONTACT: Investors:
             Kerry K. Calaiaro, 212-915-8084
             kerry.calaiaro@willis.com
             or
             Media:
             Valerie Di Maria, 212-915-8272
             valerie.dimaria@willis.com