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 8, 2005

THE CHUBB CORPORATION

(Exact name of registrant as specified in its charter)

New Jersey	1-8661	13-2595722
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
15 Mountain View Road, P.O. Box 1615, Warren, New Jersey		07061-1615
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code      (908) 903-2000

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):

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

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

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

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

Exhibit 10.1 - Non-Employee Director Annual Compensation Program

Exhibit 99.1 – Press Release Dated December 8, 2005

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Item 1.01 Entry into a Material Definitive Agreement.

On December 8, 2005, the Board of Directors of The Chubb Corporation (Chubb) completed its review of Chubb’s non-employee director compensation program. Pursuant to that review, Chubb’s Board of Directors has approved the non-employee director compensation structure set forth on Exhibit 10.1 hereto, which will become effective January 1, 2006. Exhibit 10.1 is incorporated by reference into this Item 1.01 of Form 8-K as if fully set forth herein.

Item 7.01 Regulation FD Disclosure.

On December 8, 2005, Chubb issued a press release announcing that the Board of Directors had approved a stock repurchase program authorizing the Company to repurchase up to 14,000,000 shares of the Company’s common stock. The press release announcing the Company’s stock repurchase is attached as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(c)Exhibits.

10.1	Non-Employee Director Annual Compensation Program
99.1	Press Release dated December 8, 2005 (furnished pursuant to Item 7.01 of Form 8-K)

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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 thereunto duly authorized.

		THE CHUBB CORPORATION
Date:	December 8, 2005	By:	/s/ W. Andrew Macan
			Name:	W. Andrew Macan
			Title:	Vice President, Corporate Counsel
				and Secretary

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EXHIBIT INDEX TO CURRENT REPORT ON FORM 8-K

DATED DECEMBER 8, 2005

Exhibit No.	Description
10.1	Non-Employee Director Annual Compensation Program
99.1	Press Release dated December 8, 2005 (furnished pursuant to Item 7.01 of Form 8-K)

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EX-10.1

Exhibit 10.1

THE CHUBB CORPORATION

NON-EMPLOYEE DIRECTOR ANNUAL COMPENSATION PROGRAM

Cash Compensation
• Director Stipend	$	50,000
• Supplemental Lead Director Stipend	50,000
• Annual Committee Chair Retainer
- Audit Committee Chairman Stipend	20,000
- Corporate Governance & Nominating Committee Chairman Stipend	12,500
- Organization & Compensation Committee Chairman Stipend	15,000
- Other	10,000
• Committee Stipend	7,500
• Fee per Board and Committee Meeting	2,000
Equity Compensation
• Monetized Value of Total Shareholder Return Units (TSRs)(1)*	67,500
• Monetized Value of Stock Units(2)*	22,500

(1)TSRs are expressed in units, where one unit is equivalent to one share.  The monetized value of TRSs is calculated by reference to Chubb’s closing stock price on the grant date.  TSRs payout in a range of 0 to 200% of the nominal award depending upon Chubb’s performance during the applicable performance cycle.

(2)Stock Units are expressed in units, where one unit is equivalent to one share.  The monetized value of Stock Units is calculated by reference to Chubb’s closing stock price on the grant date.

*Chubb’s Corporate Governance & Nominating Committee has the authority to raise the aggregate grant of TSRs and Stock Units up to a monetized value of 1,500 shares of Chubb’s common stock.  The monetized value of TRSs and Stock Units is calculated by reference to Chubb’s closing stock price on the grant date.

EX-99.1

Exhibit 99.1

News from The Chubb Corporation
	The Chubb Corporation
	15 Mountain View Road • P.O. Box 1615
	Warren, New Jersey 07061-1615
	Telephone: 908-903-2000

CHUBB BOARD DECLARES REGULAR QUARTERLY DIVIDEND
AND APPROVES NEW SHARE REPURCHASE PROGRAM

Warren, New Jersey, December 8, 2005 — The Board of Directors of The Chubb Corporation today declared a regular quarterly dividend in the amount of $0.43 per share payable January 10, 2006 to shareholders of record on December 22, 2005.

The Board also authorized a share repurchase program of up to 14 million shares of the Corporation’s common stock. The shares covered by the new authorization equal 7.0% of the 199.9 million shares outstanding as of September 30, 2005. Purchases will be made from time to time in the open market or in privately negotiated transactions. The authorization has no expiration date. This authorization replaces an existing program approved by the Board on July 24, 1998 to purchase up to 12.5 million shares of which 3,287,100 shares had remained available for repurchase.

“This action reflects the Board’s confidence in the strength of Chubb’s financial condition as well as our commitment to manage our capital efficiently,” said John D. Finnegan, Chairman, President and Chief Executive Officer.

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The member insurers of the Chubb Group of Insurance Companies form a multi-billion dollar organization providing property and casualty insurance for personal and commercial customers worldwide through 8,000 independent agents and brokers. For more information, visit www.chubb.com.

Certain statements in this release are “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995 (PSLRA). These forward-looking statements are made pursuant to the safe harbor provisions of the PSLRA. Forward-looking statements are made based upon management’s current expectations and beliefs concerning trends and future developments and their potential effects on us. These statements are not guarantees of future performance. Actual results may differ materially from those suggested by forward-looking statements as a result of risks and uncertainties, which include, among others, those discussed or identified from time to time in our public filings with the Securities and Exchange Commission and those associated with general economic and market conditions, our financial performance and the capital requirements of our business. Chubb assumes no obligation to update any forward-looking information set forth in this document, which speak as of the date hereof.

For Further Information Contact:	Investors:	Glenn A. Montgomery
		908-903-2365
	Media:	Mark E. Greenberg
		908-903-2682