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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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)--March 14, 2005
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ASSURED GUARANTY LTD.
(Exact name of registrant as specified in its charter)
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Bermuda 001-32141 98-0429991
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification No.)
incorporation
or organization)
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Assured Guaranty Ltd.
30 Woodbourne Avenue
Hamilton HM 08 Bermuda
(Address of principal executive offices)
Registrant's telephone number, including area code: (441) 296-4004
Not applicable
(Former name or former address, if changed since last report)
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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):
|_| 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))
(Former name or former address, if changed since last report)
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
On March 14, 2005, Mr. Kramer submitted a letter to the Board of
Directors stating that he will retire from the Board of Directors upon the
expiration of his term. His term expires at the upcoming annual general
meeting of shareholders to be held on May 5, 2005. The Nominating and
Governance Committee will recommend that, commencing May 5, 2005, Walter Scott
serve as Chairman of the Board, subject to approval by the Board of Directors
at its meeting immediately following the annual general meeting. Mr. Kramer
also serves as Chairman of the Finance Committee. A successor to that position
will be selected at the Board meeting that immediately follows the annual
general meeting.
Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
Exhibit
Number Description
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99.1 Letter from Mr. Kramer, dated March 15, 2005
(received on March 14, 2005)
99.2 Press Release dated March 16, 2005
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.
ASSURED GUARANTY LTD.
By: /s/ James M. Michener
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James M. Michener
General Counsel and Secretary
DATE: March 16, 2005