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): June 15, 2006

————————————

XL CAPITAL LTD

(Exact name of registrant as specified in its charter)

————————————

Cayman Islands	1-10809	98-0191089
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

XL House, One Bermudiana Road, Hamilton, Bermuda HM 11

(Address of principal executive offices)

Registrant’s telephone number, including area code: (441) 292 8515

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 DepartureofDirectors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On June 15, 2006, XL Capital Ltd (the “Company”) announced the appointment of Henry C.V. Keeling as Chief Operating Officer, effective July 1, 2006. The Company also announced the appointment of Fiona E. Luck as Chief of Staff, effective July 1, 2006.

The information required by Items 401(b), (d), (e) and Item 404(a) of Regulation S-K with respect to Mr. Keeling and Ms. Luck is incorporated herein by reference to the Company’s definitive Proxy Statement on Schedule 14A for the 2006 Annual Meeting of Shareholders, filed with the Securities and Exchange Commission on March 23, 2006. The terms of Mr. Keeling’s and Ms. Luck’s employment agreements are incorporated herein by reference to the Company’s Current Report on Form 8-K filed on March 8, 2005. A copy of the press release containing the Company’s announcement is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.Financial Statements and Exhibits.

(d)Exhibits. The following exhibits are filed herewith:

Exhibit No.	Description
99.1	Press Release dated June 15, 2006.

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.

Date:June 19, 2006

XL CAPITAL LTD

(Registrant)

By: /s/ Kirstin Gould

Name:Kirstin Gould

Title: Senior Vice President,

   Chief Corporate Legal Officer &

   Secretary

EX-99.1 PRESSRELEASE

Exhibit 99.1

XL Capital Ltd

XL House

One Bermudiana Road

Hamilton HM 11

Bermuda

Phone (441) 292 8515

Fax(441) 292 5280

Press Release

Contact:David R. RadulskiRoger R. Scotton

Investor RelationsMedia Relations

(441) 294 7460(441) 294 7165

XL CAPITAL LTD ANNOUNCES RESTRUCTURED EXECUTIVE MANAGEMENT

Hamilton, Bermuda - June 15, 2006 - Brian M. O’Hara, President and Chief Executive Officer, XL Capital Ltd (NYSE: XL) (“XL” or the “Company”) today announced an executive management restructuring.

A new Office of the Chief Executive Officer (OCEO) will be formed effective July 1. It will comprise five senior executive functions including XL’s Chief Financial Officer, Chief Investment Officer (designate), Chief Executive - Business Services and two newly-created roles, Chief Operating Officer and Chief of Staff.

Henry C.V. Keeling, formerly Global Head of Business Services and Chief Executive of Reinsurance Life Operations, has been appointed Chief Operating Officer. He will assume broad strategic responsibility for the Company’s underwriting risk assumption businesses, including insurance, general reinsurance, life reinsurance and financial products. Clive Tobin, Chief Executive Officer Insurance, and Jamie Veghte, Chief Executive Officer Reinsurance General Operations, will continue in those roles, as members of XL Capital’s Executive Management Board and as the key leaders of XL’s property and casualty segments, reporting to Mr. Keeling.

Fiona E. Luck, formerly Global Head of Corporate Services, has been appointed Chief of Staff. The new position is responsible for management of the Company’s Legal and Corporate Actuarial functions in addition to Ms. Luck’s existing role managing a wide range of other holding company functions including Corporate Strategy, Human Resources, Corporate Communications, Marketing and Corporate Social Responsibility.

Jerry de St. Paer and Sarah E. Street will continue in their roles as Chief Financial Officer and Chief Investment Officer (designate), respectively, and will become part of the OCEO.

XL is currently conducting an external search for the Chief Executive - Business Services. This fifth member of the OCEO will be responsible for overall execution and service delivery across the entire company and will oversee infrastructure and project management, including IT systems and technology, procurement, real estate, facilities, outsourcing and offshoring.

Commenting on the new OCEO, Mr. O’Hara said: “This is an important initiative in the 20^th anniversary year of XL. I believe that the OCEO will provide a focused, enterprise-wide framework to allow our business leaders to leverage our strategic opportunities and execute on our business priorities. The Board and I have every confidence that this new executive management structure will help to drive profitability across our global platform, to the ultimate benefit of our shareholders, customers and employees.”

XL Capital Ltd, through its operating subsidiaries, is a leading provider of insurance and reinsurance coverages and financial products and services to industrial, commercial and professional service firms, insurance companies and other enterprises on a worldwide basis. As of March 31, 2006, XL Capital Ltd had consolidated assets of approximately $58.8 billion and consolidated shareholders' equity of approximately $8.5 billion. More information about XL Capital Ltd is available at www.xlcapital.com.

# # #

-2-