AMENDMENT NO. 1 TO THE AGREEMENT AND PLAN OF MERGER

Exhibit 99.1

AMENDMENT NO. 1 TO THE
AGREEMENT AND PLAN OF MERGER

          AMENDMENT NO. 1, dated September 19, 2008 (this “ Amendment ”), to that certain Agreement and Plan of Merger, dated as of June 7, 2008 (the “ Agreement ”), by and among Willis Group Holdings Limited, a Bermuda exempted company (“ Parent ”), Hermes Acquisition Corp., a Virginia corporation (“ Merger Sub ”), and Hilb Rogal & Hobbs Company, a Virginia corporation (the “ Company ”).

W I T N E S S E T H:

          WHEREAS, each of Parent, Merger Sub, and the Company agrees that it is in their mutual best interests to enter into this Amendment in accordance with Section 8.2 of the Agreement.

          NOW, THEREFORE, in consideration of the mutual covenants, representations, warranties and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound hereby, the parties agree as follows:

     1.  Defined Terms . All capitalized terms used herein but not defined herein shall have the meanings set forth in the Agreement.

     2.  Amendment to Section 5.14(d) . The parties hereby agree