Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

     On September 29, 2008, César A. Ruiz, age 74, advised W Holding Company, Inc. (the “Company”), the bank holding company for Westernbank Puerto Rico (the “Bank”), that he intends to resign from the Boards of Directors of each of the Bank and the Company effective December 31, 2008. Mr. Ruiz is a member of the Company’s Nominating and Corporate Governance Committee, Compensation Committee, Audit Committee, Investment Committee and Executive Committee. Mr. Ruiz has been a director of the Bank since 1972 and of the Company since its founding in 1999. In addition, since April 2001 until February 28, 2007, Mr. Ruiz was the Secretary of the Board of Directors of the Company.

     The members of the Board thank Director Ruiz for well over 40 years of service to the Bank and Board, as he was also the former Senior Executive Vice-President in and for the Bank until his retirement on September 30^th, 1988, after serving for close to 26 years.

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.

Date: September 30, 2008