SMITH WALTER L 4

4 · HILB ROGAL & HOBBS CO · Filed Feb 9, 2005

Form 4

Period: 2005-02-07

Senior Vice President, General

Transactions

Award
Stock Options (Right to buy)
2005-02-07+2,500→ 2,500 total
Exercise: $0.00From: 2007-02-07Exp: 2012-02-07→ Common Stock (2,500 underlying)
Award
Stock Options (Right to buy)
2005-02-07$33.06/sh+10,000$330,600→ 10,000 total
Exercise: $33.06From: 2006-02-07Exp: 2012-02-07→ Common Stock (10,000 underlying)

Holdings

Common Stock
(indirect: Employee Stock Purchase Plan)
2,325.53
Common Stock
(indirect: Retirement Savings Plan)
22,912
Stock Options (Right to buy)
Exercise: $0.00From: 2005-02-10Exp: 2010-02-11→ Common Stock (2,500 underlying)
2,500
Stock Options (Right to buy)
Exercise: $0.00From: 2003-02-12Exp: 2008-02-12→ Common Stock (1,000 underlying)
1,000
Stock Options (Right to buy)
Exercise: $0.00From: 2004-02-11Exp: 2009-02-11→ Common Stock (1,875 underlying)
1,875
Stock Options (Right to buy)
Exercise: $0.00From: 2002-03-01Exp: 2007-03-01→ Common Stock (1,725 underlying)
1,725
Common Stock
37,552
Stock Options (Right to buy)
Exercise: $14.22From: 2001-03-01Exp: 2007-03-01→ Common Stock (6,000 underlying)
6,000
Stock Options (Right to buy)
Exercise: $18.75From: 2002-02-12Exp: 2008-02-12→ Common Stock (8,000 underlying)
8,000
Stock Options (Right to buy)
Exercise: $32.73From: 2005-02-09Exp: 2011-02-09→ Common Stock (10,000 underlying)
10,000

Footnotes (2)

[F1]Restricted Stock - vesting contingent on continued employment and achievement of specified goals. If necessary goals achieved, vests 25% for two years of employment after date of grant, and 25% per year of employment thereafter.
[F2]Nonqualified Stock Option - vesting contingent on continued employment, 25% per year of employment after date of grant, with certain specified exceptions.

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