8-K

As filed with the Securities and Exchange Commission on February 11, 2008

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):      February 11, 2008

    W. R. BERKLEY CORPORATION 

(Exact name of registrant as specified in its charter)

Delaware	1-15202	22-1867895
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
475 Steamboat Road, Greenwich, CT		06830
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (203) 629-3000

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):

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

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

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

o 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.

     Reference is made to the press release of W. R. Berkley Corporation (the “Company”) relating to the announcement of the Company’s results of operations for the fourth quarter of 2007 and the year then ended. The press release was issued on February 11, 2008. A copy of the press release is attached to this Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

     The information contained herein shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.

     (c) Exhibits

     99.1 Press Release, dated February 11, 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.

W. R. BERKLEY CORPORATION
By:	/s/ Eugene G. Ballard
	Name:	Eugene G. Ballard
	Title:	Senior Vice President, Chief Financial Officer and Treasurer

Date: February 11, 2008

EXHIBIT INDEX

Exhibit:
99.1	Press Release dated February 11, 2008

EX-99.1

Exhibit 99.1

W. R. Berkley Corporation	NEWS
475 Steamboat Road	RELEASE
Greenwich, Connecticut 06830
(203) 629-3000

FOR IMMEDIATE RELEASE	CONTACT:	Karen A. Horvath
		Vice President — External
		Financial Communications
		(203) 629-3000

W. R. BERKLEY CORPORATION REPORTS
RECORD NET INCOME OF $744 MILLION FOR 2007
Twenty-first Consecutive Quarter that Return on Equity Exceeds 20%

     Greenwich, CT, February 11, 2008 — W. R. Berkley Corporation (NYSE: BER) today reported net income for 2007 of $3.78 per share, or $744 million, compared to $3.46 per share, or $700 million, for 2006. Net operating income for 2007 was $3.73 per share, or $734 million, compared with $3.43 per share, or $692 million, for 2006. Net operating income is a non-GAAP financial measure defined by the Company as net income excluding realized investment gains and losses.

Summary Financial Data
(Amounts in thousands, except per share data)

	Fourth Quarter				Full Year
	2007		2006		2007		2006
Gross premiums written	$	1,160,080	$	1,218,542	$	5,053,230	$	5,276,914
Net premiums written		1,051,964		1,113,571		4,575,989		4,818,993
Income before income taxes		261,565		282,431		1,057,634		988,645
Net income		184,124		198,056		743,646		699,518
Net income per diluted share		0.97		0.98		3.78		3.46
Net operating income		183,213		193,666		734,005		692,404
Net operating income per diluted share		0.97		0.96		3.73		3.43

W. R. Berkley Corporation Page 2

Full year 2007 highlights included:

• Return on equity was 22.3%.

• GAAP combined ratio was 88.1%.

• Net investment income grew 15% to $673 million.

• Paid loss ratio was 42%.

• Repurchased 15.2 million shares of the Company’s common stock, including 3.2 million shares in the fourth quarter.

     Commenting on the Company’s performance, William R. Berkley, chairman and chief executive officer, said: “We are pleased with our financial results for the fourth quarter and full year, having achieved a twenty-two percent return on equity after tax for both periods. The Company continued to have strong underwriting performance with a combined ratio of 88.1% and a paid loss ratio of 42%. While we anticipate 2008 will be increasingly competitive from an underwriting perspective, we still expect to deliver excellent returns.

     “Investment income grew by fifteen percent in 2007, without any sacrifice to the quality of the investment portfolio. We have virtually no sub-prime exposure. It is likely that investment returns will continue to be under pressure due to current economic uncertainties and the shape of the yield curve.

     “In the current environment, capital oversight is an important part of management’s responsibility. We repurchased over fifteen million shares of our common stock in 2007, representing eight percent of our outstanding shares.

     “In the long-run, every business succeeds because of its people, its relationships with its distribution and its ultimate customers. We continue to believe that we will be able to deliver outstanding returns to our shareholders and exceed our minimum targeted return of fifteen percent after tax for the foreseeable future,” Mr. Berkley concluded.

W. R. Berkley Corporation Page 3

Webcast Conference Call

     The Company will hold its quarterly conference call with analysts and investors to discuss its earnings and other information on Monday, February 11, 2008 at 8:30 a.m. eastern time. The conference call will be webcast live on the Company’s website at www.wrberkley.com. A recording of the call will be available on the Company’s website approximately two hours after the end of the conference call.

About W. R. Berkley Corporation

     Founded in 1967, W. R. Berkley Corporation is an insurance holding company that is among the largest commercial lines writers in the United States and operates in five segments of the property casualty insurance business: specialty insurance, regional property casualty insurance, alternative markets, reinsurance and international.

Forward Looking Information

     This is a “Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995. Any forward-looking statements contained herein, including statements related to our outlook for the industry and for our performance for the year 2008 and beyond, are based upon the Company’s historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future plans, estimates or expectations contemplated by us will be achieved. They are subject to various risks and uncertainties, including but not limited to, the cyclical nature of the property casualty industry, the long-tail and potentially volatile nature of the insurance and reinsurance business, product demand and pricing, claims development and the process of estimating reserves, the uncertain nature of damage theories and loss amounts, natural and man-made catastrophic losses, including as a result of terrorist activities, the impact of competition, the success of our new ventures or acquisitions and the availability of other opportunities, the availability of reinsurance, exposure as to coverage for terrorist acts, our retention under the Terrorism Risk Insurance Program Reauthorization Act of 2007 (“TRIPRA”), the ability of our reinsurers to pay reinsurance recoverables owed to us, investment risks, including those of our portfolio of fixed income securities and investments in equity securities, including merger arbitrage investments, exchange rate and political risks relating to our international operations, legislative and regulatory developments, including those related to alleged anti-competitive or other improper business practices in the insurance or reinsurance industry, changes in the ratings assigned to us by ratings agencies, the availability of dividends from our insurance company subsidiaries, our ability to attract and retain qualified employees, and other risks detailed from time to time in the Company’s filings with the Securities and Exchange Commission. These risks could cause actual results of the industry or our actual results for the year 2008 and beyond to differ materially from those expressed in any forward-looking statement made by or on behalf of the Company. Any projections of growth in the Company’s net premiums written and management fees would not necessarily result in commensurate levels of underwriting and operating profits. Forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.

# # #

W. R. Berkley Corporation Page 4

Consolidated Financial Summary
(Amounts in thousands, except per share data)

	Fourth Quarter						Full Year
	2007			2006			2007			2006
Revenues:
Net premiums written	$	1,051,964		$	1,113,571		$	4,575,989		$	4,818,993
Change in unearned premiums		109,600			52,137			87,712			(126,371	)
Premiums earned		1,161,564			1,165,708			4,663,701			4,692,622
Net investment income		172,506			163,827			672,660			586,175
Insurance service fees		22,663			24,630			97,689			104,812
Realized investment gains		1,456			5,912			14,938			9,648
Revenues from wholly-owned investees		41,619			—			102,846			—
Other revenues		195			366			1,805			1,574
Total revenues		1,400,003			1,360,443			5,553,639			5,394,831
Expenses:
Losses and loss expenses		684,388			689,249			2,779,578			2,864,498
Operating costs and expenses		391,232			366,275			1,530,987			1,449,166
Expenses from wholly-owned investees		39,929			—			96,444			—
Interest expense		22,889			22,488			88,996			92,522
Total expenses		1,138,438			1,078,012			4,496,005			4,406,186
Income before income taxes and minority interest		261,565			282,431			1,057,634			988,645
Income tax expense		(76,050	)		(83,147	)		(310,905	)		(286,398	)
Minority interest		(1,391	)		(1,228	)		(3,083	)		(2,729	)
Net income	$	184,124		$	198,056		$	743,646		$	699,518
Net income per share:
Basic	$	1.01		$	1.03		$	3.94		$	3.65
Diluted	$	0.97		$	0.98		$	3.78		$	3.46
Average shares outstanding:
Basic		181,930			191,745			188,981			191,809
Diluted		189,167			201,557			196,698			201,961

W. R. Berkley Corporation Page 5

Operating Results by Segment
(Amounts in thousands, except ratios (1))

	Fourth Quarter						Full Year
	2007			2006			2007			2006
Specialty:
Gross premiums written	$	450,323		$	467,560		$	1,816,727		$	1,918,521
Net premiums written		415,963			438,139			1,704,880			1,814,479
Premiums earned		445,038			444,597			1,772,547			1,752,507
Pre-tax income		127,985			140,389			516,931			479,105
Loss ratio		57.6	%		56.4	%		57.3	%		59.1	%
Expense ratio		27.7	%		24.6	%		26.7	%		25.0	%
GAAP combined ratio		85.3	%		81.0	%		84.0	%		84.1	%
Regional: (2)
Gross premiums written	$	336,646		$	328,811		$	1,441,077		$	1,415,311
Net premiums written		299,305			291,597			1,267,451			1,235,302
Premiums earned		321,377			308,074			1,250,914			1,205,912
Pre-tax income		54,497			51,796			215,228			201,417
Loss ratio		59.2	%		60.3	%		59.1	%		59.7	%
Expense ratio		31.7	%		30.5	%		31.4	%		30.6	%
GAAP combined ratio		90.9	%		90.8	%		90.5	%		90.3	%
Alternative Markets:
Gross premiums written	$	139,631		$	140,715		$	758,285		$	747,680
Net premiums written		114,791			119,569			656,369			651,255
Premiums earned		164,293			167,157			651,909			658,805
Pre-tax income		56,764			73,081			248,080			291,416
Loss ratio		62.9	%		55.7	%		59.2	%		53.5	%
Expense ratio		22.5	%		21.4	%		23.1	%		22.1	%
GAAP combined ratio		85.4	%		77.1	%		82.3	%		75.6	%
Reinsurance:
Gross premiums written	$	139,800		$	201,717		$	732,233		$	940,797
Net premiums written		134,120			192,840			682,241			892,769
Premiums earned		167,616			192,834			740,439			859,411
Pre-tax income		41,109			40,137			178,302			135,424
Loss ratio		60.3	%		66.8	%		65.3	%		72.0	%
Expense ratio		37.1	%		31.6	%		31.3	%		27.8	%
GAAP combined ratio		97.4	%		98.4	%		96.6	%		99.8	%
International:
Gross premiums written	$	93,680		$	79,739		$	304,908		$	254,605
Net premiums written		87,785			71,426			265,048			225,188
Premiums earned		63,240			53,046			247,892			215,987
Pre-tax income		17,880			12,676			44,457			34,447
Loss ratio		53.3	%		57.3	%		62.6	%		64.2	%
Expense ratio		34.6	%		32.3	%		32.4	%		32.0	%
GAAP combined ratio		87.9	%		89.6	%		95.0	%		96.2	%

(Continued)

W. R. Berkley Corporation Page 6

Operating Results by Segment (continued)
(Amounts in thousands, except ratios (1))

	Fourth Quarter						Full Year
	2007			2006			2007			2006
Corporate and Eliminations:
Realized investment gains	$	1,456		$	5,912		$	14,938		$	9,648
Interest expense		(22,889	)		(22,488	)		(88,996	)		(92,522	)
Other revenues and expenses (3)		(15,237	)		(19,072	)		(71,306	)		(70,290	)
Pre-tax loss		(36,670	)		(35,648	)		(145,364	)		(153,164	)
Total:
Gross premiums written	$	1,160,080		$	1,218,542		$	5,053,230		$	5,276,914
Net premiums written		1,051,964			1,113,571			4,575,989			4,818,993
Premiums earned		1,161,564			1,165,708			4,663,701			4,692,622
Pre-tax income		261,565			282,431			1,057,634			988,645
Loss ratio		58.9	%		59.1	%		59.6	%		61.0	%
Expense ratio		29.8	%		27.4	%		28.5	%		27.0	%
GAAP combined ratio		88.7	%		86.5	%		88.1	%		88.0	%

(1)	Loss ratio is losses and loss expenses expressed as a percentage of premiums earned. Expense ratio is underwriting expenses expressed as a percentage of premiums earned. Underwriting expenses do not include expenses related to insurance services or unallocated corporate expenses. GAAP combined ratio is the sum of the loss ratio and the expense ratio.
(2)	For the fourth quarters of 2007 and 2006, weather-related losses were $3 million and $8 million, respectively. For the full year of 2007 and 2006, weather-related losses were $34 million and $39 million, respectively.
(3)	Other revenues and expenses include corporate investment income, expenses not allocated to the business segments and revenues and expenses from investments in wholly-owned, non-insurance subsidiaries that are consolidated for financial reporting purposes.

W. R. Berkley Corporation Page 7

Selected Balance Sheet Information
(Amounts in thousands, except per share data)

	December 31,		December 31,
	2007		2006
Net invested assets (1)	$	13,182,991	$	12,012,298
Total assets		16,828,718		15,656,489
Reserves for losses and loss expenses		8,678,034		7,784,269
Senior notes and other debt		1,121,793		869,187
Junior subordinated debentures		249,375		241,953
Stockholders’ equity (2)		3,566,323		3,335,159
Shares outstanding		180,321		192,772
Stockholders’ equity per share		19.78		17.30

(1)	Net invested assets include investments, cash and cash equivalents, trading accounts receivable from brokers and clearing organizations, trading account securities sold but not yet purchased and unsettled purchases.
(2)	Stockholders’ equity includes after-tax unrealized gains from investments and currency translation adjustments of $67 million and $126 million as of December 31, 2007 and December 31, 2006, respectively.

W. R. Berkley Corporation Page 8

Supplemental Information
(Amounts in thousands)

	Fourth Quarter						Full Year
	2007			2006			2007			2006
Reconciliation of net operating income to net income:
Net operating income (1)	$	183,213		$	193,666		$	734,005		$	692,404
Realized investment gains, net of taxes		911			4,390			9,641			7,114
Net income	$	184,124		$	198,056		$	743,646		$	699,518
Return on equity (2):
Net Income		22.1	%		30.9	%		22.3	%		27.2	%
Net operating income		22.0	%		30.2	%		22.0	%		27.0	%
Cash flow:
Cash flow from operations before cash transfers to/from trading account (3)	$	349,718		$	452,611		$	1,479,767		$	1,789,014
Trading account transfers		—			—			—			(225,000	)
Cash flow from operations	$	349,718		$	452,611		$	1,479,767		$	1,564,014

(1)	Net operating income is a non-GAAP financial measure defined by the Company as net income excluding realized investment gains and losses. Management believes that excluding realized investment gains and losses, which result primarily from changes in general economic conditions, provides a useful indicator of trends in the Company’s underlying operations.
(2)	Return on equity represents net income and net operating income expressed on an annualized basis as a percentage of beginning of year stockholders’ equity.
(3)	Cash flow before trading account transfers is a non-GAAP financial measure that excludes cash contributions to and withdrawals from the arbitrage trading account. Management believes that cash transfers to and withdrawals from the arbitrage trading account are the result of changes in investment allocations and that excluding such transfers provides a useful measure of the Company’s cash flow.

W. R. Berkley Corporation Page 9

Investments
(Amounts in thousands)
December 31, 2007

	With		With
	Insured		Underlying
Municipal Fixed Income Securities	Rating		Rating
AAA (1)	$	4,017,912	$	2,001,492
AA+		400,734		642,457
AA		343,708		747,144
AA-		237,874		620,113
A+		60,925		480,193
A		35,863		220,487
A-		37,764		186,895
BBB+		45,499		47,845
BBB		28,901		95,397
BBB-		26,145		37,562
B-		8,963		8,963
Not rated (2)		—		155,740
Total	$	5,244,288	$	5,244,288
Overall credit quality	AA+		AA

(1)	Includes $1,107,721 of escrowed to maturity and pre-refunded bonds.
(2)	Represents insured bonds for which the underlying securities are not rated. Based on ratings for similar securities of the same issuer, the Company considers these securities to be investment grade with an average rating of A. In the interest of conservatism, a BBB- rating was applied to these securities in computing the overall credit quality of the portfolio.

Residential mortgage-backed securities
US Government or government sponsored entity	$	1,242,274
Prime		270,711
Alt A (1)		114,523
Total	$	1,627,508

(1) The Company defines Alt A securities as securities issued by dedicated Alt A shelves and backed by loans made to borrowers with credit ratings that fall below prime (the highest rated borrowers) but above sub-prime. The Company’s Alt A securities are backed by fixed rate loans that were issued in 2003 and 2004 and have demonstrated good payment history and solid credit support characteristics to date.