SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Form 3 Holdings Reported.
  
 Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
MCGRATH JACK P
(Last) (First) (Middle)
HILB ROGAL & HOBBS COMPANY
4951 LAKE BROOK DRIVE, SUITE 500
(Street)
GLEN ALLEN VA 23060
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HILB ROGAL & HOBBS CO [ HRH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Senior Vice President
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Common Stock 57,483 D
Common Stock 01/05/2006 L 29.5218 A $38.95 7,299.4012 I Employee Stock Purchase Plan
Common Stock 02/06/2006 L 30.0826 A $38.22 7,329.4838 I Employee Stock Purchase Plan
Common Stock 03/06/2006 L 29.9555 A $38.39 7,359.4393 I Employee Stock Purchase Plan
Common Stock 03/31/2006 L 20.6727 A $40.94 7,380.112 I Employee Stock Purchase Plan
Common Stock 04/05/2006 L 28.4068 A $40.48 7,408.5188 I Employee Stock Purchase Plan
Common Stock 05/08/2006 L 27.9708 A $41.11 7,436.4896 I Employee Stock Purchase Plan
Common Stock 06/05/2006 L 29.4292 A $39.06 7,465.9188 I Employee Stock Purchase Plan
Common Stock 06/30/2006 L 24.0901 A $37.19 7,490.0089 I Employee Stock Purchase Plan
Common Stock 07/05/2006 L 30.4827 A $37.72 7,520.4916 I Employee Stock Purchase Plan
Common Stock 08/07/2006 L 28.2641 A $40.68 7,548.7557 I Employee Stock Purchase Plan
Common Stock 09/05/2006 L 26.9237 A $42.71 7,575.6794 I Employee Stock Purchase Plan
Common Stock 09/29/2006 L 20.9465 A $43.4 7,596.6259 I Employee Stock Purchase Plan
Common Stock 10/06/2006 L 26.0637 A $44.12 7,622.6896 I Employee Stock Purchase Plan
Common Stock 11/06/2006 L 28.3738 A $40.53 7,651.0634 I Employee Stock Purchase Plan
Common Stock 12/05/2006 L 27.1318 A $42.3857 7,678.1952 I Employee Stock Purchase Plan
Common Stock 12/29/2006 L 21.7927 A $42.27 7,699.9879 I Employee Stock Purchase Plan
Common Stock 06/30/2006 L 36 A $37.27 5,246 I Retirement Savings Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to buy) $0 (1) 02/11/2009 Common Stock 1,000 1,000 D
Stock Options (Right to buy) $0 (1) 02/11/2010 Common Stock 2,000 2,000 D
Stock Options (Right to buy) $0 02/07/2007 02/07/2012 Common Stock 3,500 3,500 D
Stock Options (Right to buy) $0 02/16/2008 02/16/2013 Common Stock 3,500 3,500 D
Stock Options (Right to buy) $0 02/09/2006 02/09/2011 Common Stock 1,875 1,875 D
Stock Options (Right to buy) $14.219 03/01/2001 03/01/2007 Common Stock 16,000 16,000 D
Stock Options (Right to buy) $18.755 02/12/2002 02/12/2008 Common Stock 16,000 16,000 D
Stock Options (Right to buy) $32.73 02/09/2005 02/09/2011 Common Stock 10,000 10,000 D
Stock Options (Right to buy) $33.06 02/07/2006 02/07/2012 Common Stock 14,500 14,500 D
Stock Options (Right to buy) $37.25 02/10/2004 02/11/2010 Common Stock 16,000 16,000 D
Stock Options (Right to buy) $37.45 02/11/2003 02/11/2009 Common Stock 16,000 16,000 D
Stock Options (Right to buy) $39.35 02/16/2007 02/16/2013 Common Stock 14,500 14,500 D
Explanation of Responses:
1. Restricted Stock - vesting contingent on continued employment and achievement of specified goals. If necessary goals achieved, vests 25% for two years of employment after date of grant, and 25% per year of employment thereafter.
Walter L. Smith 02/12/2007
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.