WILLIS TOWERS WATSON PLC — Director's Dealing 2010

Feb 4, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WILLIS GROUP HOLDINGS PLC (WSH)
CIK: 0001140536
Period of Report: 2010-02-03

Reporting Person: PLUMERI JOSEPH J (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-02-03	Ordinary Shares, par value $0.000115 per share	A	200000	—	Acquired	3577860	Direct

Footnotes

F1: On May 5, 2009, the reporting person was granted restricted stock units ("RSUs"), which represent the right to receive ordinary shares, par value $0.000115 per share, of the Issuer after giving effect to the completion of the scheme of arrangement on December 31, 2009 ("Ordinary Shares"). These RSUs vest, subject to achieving performance criteria for the fiscal year ending December 31, 2009, 33% on the first and second anniversaries of the grant date and 34% on the third anniversary of the grant date. On February 3, 2010, the performance criteria were met.

F2: Includes an aggregate of 344,804 RSUs, subject to the satisfaction of vesting requirements.