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): December 19, 2008

United America Indemnity, Ltd.
__________________________________________
(Exact name of registrant as specified in its charter)

Cayman Islands	000-50511	98-0417107
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
Walker House, 87 Mary Street, George Town, Grand Cayman KY1-9002, Cayman Islands		None
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: (345) 949-0100

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 19, 2008, the Company and David R. Whiting, the President and Chief Executive Officer of Wind River Reinsurance Company, Ltd., an indirect wholly owned subsidiary of the Company, mutually agreed that Mr. Whiting’s employment agreement will not be renewed following its March 31, 2009 expiration. Mr. Whiting has advised the Company that he will retire at that time. The amounts and components of compensation that Mr. Whiting is entitled to receive in connection with the non-renewal of his employment agreement are set forth in his employment agreement, which was filed as an exhibit to the Company's Current Report on Form 8-K filed on May 17, 2006 and described under Executive Compensation in the Company's Definitive Proxy Statement filed on April 25, 2008.

On December 24, 2008, the Company issued a press release announcing the non-renewal of Mr. Whiting's employment agreement. A copy of the press release is attached at Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release dated December 24, 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.

	United America Indemnity, Ltd.
December 24, 2008	By:	/s/ Thomas M. McGeehan
		Name: Thomas M. McGeehan
		Title: Interim Chief Financial Officer

Exhibit Index

Exhibit No.	Description
99.1	Press Release dated December 24, 2008.

EX-99.1

[UAI LOGO]

PRESS RELEASE

For Release:	December 24, 2008
Contacts:	Financial Thomas M. McGeehan Interim Chief Financial Officer (610) 660-3676 tmcgeehan@uaigroupinc.com	Media J. Nicole Pryor Senior Corporate Counsel (610) 660-6803 npryor@uaigroupinc.com

UNITED AMERICA INDEMNITY AND WIND RIVER REINSURANCE COMPANY, LTD. ANNOUNCES DAVID R. WHITING, WIND
RIVER REINSRUANCE COMPANY
PRESIDENT AND CEO WILL BE LEAVING HIS POST EFFECTIVE MARCH 31, 2009

George Town, Grand Cayman, Cayman Islands, December 24, 2008 – On December 19, 2008, the Company and David R. Whiting, the President and Chief Executive Officer of Wind River Reinsurance Company, Ltd., an indirect wholly owned subsidiary of the Company, mutually agreed that Mr. Whiting’s employment agreement will not be renewed following its March 31, 2009 expiration. Mr. Whiting has advised the Company that he will retire at that time.

UAI is currently conducting a search for a qualified candidate to fill this position. The search includes both internal and external candidates and is subject to Bermuda Immigration approval, which will be sought in due course if required. UAI anticipates that it will fill the position shortly, which will allow for an orderly transition of responsibilities.

About United America Indemnity, Ltd.

United America Indemnity, Ltd. (Nasdaq: INDM), through its several direct and indirect wholly owned subsidiary insurance and reinsurance companies, is a national and international provider of excess and surplus lines and specialty property and casualty insurance and reinsurance, both on an admitted and nonadmitted basis. The Company’s four principal divisions include:

• Penn-America Group, which distributes its property and casualty products to small commercial businesses through a select network of general agents with specific binding authority.

• United National Group, which distributes its program and professional lines products through program administrators with specific binding authority.

• Diamond State Group, which distributes its property, casualty and professional lines products through wholesale brokers.

• Wind River Reinsurance Company, Ltd., a Bermuda based treaty and facultative reinsurer of excess and surplus lines and specialty property and casualty insurance.

For more information, visit the United America Indemnity, Ltd. Website at www.uai.ky.

Forward-Looking Information
This release contains forward-looking information about United America Indemnity, Ltd. and the operations of United America Indemnity, Ltd. that is intended to be covered by the safe harbor for forward-looking statements provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that are not historical facts. These statements can be identified by the use of forward-looking terminology such as “believe,” “expect,” “may,” “will,” “should,” “project,” “plan,” “seek,” “intend,” or “anticipate” or the negative thereof or comparable terminology, and include discussions of strategy, financial projections and estimates and their underlying assumptions, statements regarding plans, objectives, expectations or consequences of the transactions, and statements about the future performance, operations, products and services of the companies.

The business and operations of United America Indemnity, Ltd. is and will be subject to a variety of risks, uncertainties and other factors. Consequently, actual results and experience may materially differ from those contained in any forward-looking statements. Such risks, uncertainties and other factors that could cause actual results and experience to differ from those projected include, but are not limited to, the following: (1) the ineffectiveness of United America Indemnity, Ltd.’s business strategy due to changes in current or future market conditions; (2) the effects of competitors’ pricing policies, and of changes in laws and regulations on competition, including industry consolidation and development of competing financial products; (3) greater frequency or severity of claims and loss activity than United America Indemnity, Ltd.’s underwriting, reserving or investment practices have anticipated; (4) decreased level of demand for United America Indemnity, Ltd.’s insurance products or increased competition due to an increase in capacity of property and casualty insurers; (5) risks inherent in establishing loss and loss adjustment expense reserves; (6) uncertainties relating to the financial ratings of United America Indemnity, Ltd.’s insurance subsidiaries; (7) uncertainties arising from the cyclical nature of United America Indemnity, Ltd.’s business; (8) changes in United America Indemnity, Ltd.’s relationships with, and the capacity of, its general agents; (9) the risk that United America Indemnity, Ltd.’s reinsurers may not be able to fulfill obligations; (10) investment performance and credit risk; and (11) uncertainties relating to governmental and regulatory policies. The foregoing review of important factors should be read in conjunction with the other cautionary statements that are included in United America Indemnity, Ltd.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2007, as well as in the materials filed and to be filed with the U.S. Securities and Exchange Commission (SEC). United America Indemnity, Ltd. does not make any commitment to revise or update any forward-looking statements in order to reflect events or circumstances occurring or existing after the date any forward-looking statement is made.

# # #