SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Babcock William

(Last) (First) (Middle)
C/O ENDURANCE SPECIALTY HOLDINGS LTD.
WELLESLEY HOUSE, 90 PITTS BAY ROAD

(Street)
PEMBROKE D0 HM 08

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2007
3. Issuer Name and Ticker or Trading Symbol
ENDURANCE SPECIALTY HOLDINGS LTD [ ENH ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Accounting Officer
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares, par value $1.00 per share 6,045 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Option 10/04/2002 ( 1 ) 10/04/2012 Ordinary Shares 5,000 20 D
Option 07/01/2006 ( 2 ) 10/04/2012 Ordinary Shares 7,500 16.62 D
Restricted Share Unit ( 3 ) 03/01/2008 Ordinary Shares 925 0 D
Restricted Share Unit ( 4 ) 03/01/2009 Ordinary Shares 1,603 0 D
Restricted Share Unit ( 4 ) 09/01/2009 Ordinary Shares 5,132 0 D
Restricted Share Unit ( 3 ) 03/01/2009 Ordinary Shares 1,634 0 D
Restricted Share Unit ( 3 ) 03/01/2010 Ordinary Shares 2,201 0 D
Restricted Share Unit ( 4 ) 03/01/2011 Ordinary Shares 3,644 0 D
Restricted Share Unit ( 5 ) 03/01/2008 Ordinary Shares 104 0 D
Explanation of Responses:
1. Option vested 20% per annum commencing on the date of grant.
2. Option vested upon grant.
3. The restricted share units are forfeitable only upon violation of a non-competition restriction and are converted into ordinary shares or their cash equivalents in equal quarters beginning on the first anniversary of the grant date.
4. The restricted share units are forfeitable only upon the termination of employment with the Company. The restricted share units are converted into ordinary shares or their cash equivalent in accordance with the following schedule: 12.5% on the first anniversary of the date of grant, 25% on the second anniversary, 25% on the third anniversary, 25% on the fourth anniversary and 12.5% on the fifth anniversary.
5. The restricted share units are forfeitable only upon violation of a non-competition restriction and are converted into ordinary shares or their cash equivalent on March 1, 2008.
Remarks:
/s/ William Babcock 04/10/2007
** 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 5 (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.
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