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): November 6, 2008
MBIA INC.
(Exact name of registrant as specified in its charter)
Connecticut 1-9583 06-1185706
(State or other jurisdiction of (Commission File Number (IRS Employer
incorporation) Identification No.)
113 King Street,
Armonk, New York 10504
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
914-273-4545
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
(b) (c) On November 6, 2008, the Board of Directors of MBIA Inc. (the "Company")
appointed each of the following executive officers of the Company to the office
set forth opposite his name, effective as of November 6, 2008:
C. Edward Chaplin President, Chief Administrative Officer and Chief
Financial Officer
William C. Fallon President and Chief Operating Officer
Clifford D. Corso Executive Vice President and Chief Investment Officer
Mitchell I. Sonkin Executive Vice President and Chief Portfolio Officer
Ram D. Wertheim Executive Vice President, Chief Legal Officer and
Secretary
Prior to being named President, Chief Administrative Officer and Chief Financial
Officer, C. Edward Chaplin (age 52) was Vice President and Chief Financial
Officer of the Company. Prior to becoming an officer of the Company in June
2006, Mr. Chaplin had served as a director of the Company from December 2002 to
May 2006 and as Senior Vice President and Treasurer of Prudential Financial Inc.
since November 2000, responsible for Prudential's capital and liquidity
management, corporate finance, and banking and cash management. Mr. Chaplin had
been with Prudential since 1983. C. Edward Chaplin remains Vice Chairman and
Chief Financial Officer of MBIA Corp.
Prior to being named President and Chief Operating Officer, William C. Fallon
(age 48) was Vice President of the Company and head of the Global Structured
Finance Division. From July 2005 to March 1, 2007, Mr. Fallon was Vice President
of the Company and head of Corporate and Strategic Planning. Prior to joining
the Company in 2005, Mr. Fallon was a partner at McKinsey & Company and
co-leader of that firm's Corporate Finance and Strategy Practice.
Prior to being named Executive Vice President and Chief Investment Officer,
Clifford D. Corso (age 47) was Vice President of the Company, the Company's
Chief Investment Officer and the president of MBIA Asset Management. Mr. Corso
retains the title of president of MBIA Asset Management. He joined the Company
in 1994 and has served as Chief Investment Officer since 2000.
Prior to being named Executive Vice President and Chief Portfolio Officer,
Mitchell I. Sonkin (age 56) was Vice President of the Company and head of the
IPM Division. Prior to joining the Company in April 2004, Mr. Sonkin was senior
partner and co-chair of the Financial Restructuring Group of the international
law firm of King & Spalding.
Prior to being named Executive Vice President, Chief Legal Officer and
Secretary, Ram D. Wertheim (age 54) was Vice President, General Counsel and
Secretary of the Company. From February of 1998 until January, 2000, he served
in various capacities in the Global Structured Finance Division. Mr. Wertheim
was, until February of 1998, the General Counsel of CapMAC Holdings Inc.
The Board did not reappoint Thomas G. McLoughlin, Kevin D. Silva, Christopher E.
Weeks and Ruth M. Whaley as executive officers of the Company in their
capacities, respectively, of Vice President and head of the Global Public
Finance Division, Vice President and Chief Administrative Officer, Vice
President and head of the International Division and Vice President and Chief
Risk Officer. They will retain officer positions with MBIA Insurance
Corporation.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
MBIA INC.
By: /s/ Ram D. Wertheim
-------------------
Ram D. Wertheim
Chief Legal Counsel
Date: November 6, 2008