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): August 17, 2004


                          WILLIS GROUP HOLDINGS LIMITED
               (Exact name of Registrant as specified in Charter)

           BERMUDA                        001-16503               98-0352587
(Jurisdiction of incorporation        (Commission File          (IRS Employer
      or organization)                     Number)           Identification No.)


                               Ten Trinity Square
                            London EC3P 3AX, England
                    (Address of principal executive offices)

      Registrant's telephone number, including area code: +44 20 7488 8111

                                 Not Applicable
         (Former name or former address, if changed since last report.)

Item 5. Other Events On August 17, 2004, Willis Group Holdings Limited issued a press release announcing that it has received final approval and certification from the China Insurance Regulatory Commission (CIRC), allowing its joint venture operation, Willis Pudong Insurance Brokers Co., Ltd., to engage in insurance and reinsurance broking activities throughout the People's Republic of China. The press release is attached as Exhibit 99.1 hereto. Item 7 Financial Statements and Exhibits (c) The following document is filed as an exhibit to this report on Form 8-K: 99.1 Press Release dated August 17, 2004 of Willis Group Holdings Limited

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. WILLIS GROUP HOLDINGS LIMITED By: /s/ Mary E. Caiazzo --------------------------------- Mary E. Caiazzo Assistant General Counsel Dated: August 17, 2004

EXHIBIT INDEX Exhibit Number Title - ------- ----- 99.1 Press Release dated August 17, 2004, of Willis Group Holdings Limited

                                                                    Exhibit 99.1

         Willis Receives Final Approval From China Regulator;
              Secures Unique Position in Chinese Market

    LONDON & NEW YORK--(BUSINESS WIRE)--Aug. 17, 2004--Willis Group
Holdings (NYSE:WSH), the global insurance broker, announces that it
has received final approval and certification from the China Insurance
Regulatory Commission (CIRC), allowing its joint venture operation,
Willis Pudong Insurance Brokers Co., Ltd. to engage in insurance and
reinsurance broking activities throughout the People's Republic of
China.
    On March 18, 2004 Willis Group was granted permission from the
CIRC to purchase a 50% share in Pudong Insurance Brokers, a 100% owned
Chinese insurance broker, and to change the name to Willis Pudong
Insurance Brokers Co., Ltd. Subsequent to that approval Willis Group
has executed the necessary Equity Transfer Agreements, Shareholders
Agreement and new Articles of Association. Upon the provision of these
documents to the CIRC a broking licence was issued to Willis Pudong
Insurance Brokers Co., Ltd. on August 6 2004.
    The scope of the licence covers the whole of the People's Republic
of China and includes both insurance and reinsurance broking for
commercial risks including, but not limited to, the marine, aviation
and transportation sectors, for both domestic and foreign enterprises.
    Joe Plumeri, Chairman and CEO of Willis Group Holdings, said: "Our
50% share in Willis Pudong Insurance Brokers Co., Ltd. puts us in an
unique position in the China market. We are one of only two
international insurance brokers to have been awarded a broking licence
in the PRC. In addition, we are the only fully licenced international
insurance broker able to offer a truly local service to our clients
through our network of 23 offices located throughout the PRC. Fourteen
of those offices have full branch licence status and are able to
transact insurance locally.
    "With a combined staff of over 160 professionals based in China
who will call upon the assistance of their colleagues from Willis'
international network and specialty resources, Willis Pudong Insurance
Brokers Co., Ltd. represents the best combination of international
expertise with local knowledge and delivery. This combination will
allow us to provide our clients with a level of service, placement
ability and industry expertise that cannot be matched."
    Willis Group Holdings Limited is a leading global insurance
broker, developing and delivering professional insurance, reinsurance,
risk management, financial and human resource consulting and actuarial
services to corporations, public entities and institutions around the
world. With over 300 offices in some 80 countries, its global team of
14,500 associates serves clients in some 180 countries. Additional
information on Willis may be found on its web site www.willis.com

    CONTACT: Willis Group Holdings
             Investors:
             Kerry K. Calaiaro, 212-837-0880
             calaiaro_ke@willis.com
             or
             Media:
             Nicholas Jones, 44-20-7488-8190
             jonesnr@willis.com
             or
             Dan Prince, 212-837-0806
             prince_da@willis.com