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 27, 2007

XL CAPITAL LTD

(Exact name of registrant as specified in its charter)

Cayman Islands	1-10804	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.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)           On December 27, 2007, Michael P. Esposito resigned as a Director of XL Capital Ltd.  A press release announcing such resignation is filed as an exhibit to this report.

Item 9.01. Financial Statements and Exhibits.

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

Exhibit No.	Description
99.1	Press Release (“XL Capital Ltd Announces Resignation of Board Chairman Michael P. Esposito”) dated December 28, 2007.

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:December 28, 2007

XL CAPITAL LTD

(Registrant)

By:     /s/ Henry C.V. Keeling              

           Name:  Henry C.V. Keeling

           Title:    Chief Operating Officer

EX-99.1

Exhibit 99.1

XL Capital Ltd

XL House

One Bermudiana Road

P. O. Box HM 2245

Hamilton HM JX

Bermuda

Phone: (441) 292-8515

Fax: (441) 292-5280

Press Release

IMMEDIATE

Contact: David Radulski Investor Relations (441) 294-7460 Carol A. Parker Trott Media Relations (441) 294-7290

XL CAPITAL LTD ANNOUNCES RESIGNATION OF BOARD CHAIRMAN MICHAEL P. ESPOSITO

HAMILTON, BERMUDA (Dec 28, 2007) – XL Capital Ltd (NYSE: XL) ("XL") announced today that Michael P. Esposito, Chairman of XL, has resigned from its Board of Directors.  Mr. Esposito will continue as Chairman of the Board of Security Capital Assurance Ltd (NYSE:SCA) ("SCA"), XL's 46%-owned affiliate.  Mr. Esposito earlier this year announced his intention to step down from the XL Board in 2008. In his communication to the XL Board Mr. Esposito expressed his view that SCA's current need for his full attention in addressing various current issues outweighed his desire to adhere to his original retirement schedule.

Mr. Esposito stated: "While I am saddened by my decision to retire from XL earlier than I had planned, I can reflect proudly on the past 21 years as a founding XL director on what has become a leading global franchise in the insurance and reinsurance industry and look forward to assisting SCA in addressing its current challenges."

Brian M. O'Hara, Chief Executive Officer and Acting Chairman of XL, said: "We admire Mike's decision to forego the remainder of his XL Board term to give his full attention to SCA. It has been my pleasure and privilege to serve alongside Mike over the past two decades.  We will miss his steady presence as XL's Chairman."

Mr. Alan Z. Senter, a Director of XL, also announced his resignation from the Board of Directors of SCA.  Mr. O'Hara stepped down from the SCA Board last month. Both Messrs. O'Hara and Senter had served on the SCA Board pursuant to a transition services agreement entered into between the two companies at the time of SCA's initial public offering.  XL has the right to appoint directors constituting a substantial minority of the SCA Board and has informed SCA that it expects to do so in due course.

XL Capital Ltd, through its operating subsidiaries, is a leading provider of global insurance and reinsurance coverages to industrial, commercial and professional service firms, insurance companies and other enterprises on a worldwide basis.  More information about XL Capital Ltd is available at www.xlcapital.com.