UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report

Date of Report (Date of earliest event reported): December 1, 2010

	Commission			Exact name of registrant as specified in its charter			State of			I.R.S. Employer
	File Number			and principal office address and telephone number			Incorporation			Identification No.
	1-16163			WGL Holdings, Inc.			Virginia			52-2210912
				101 Constitution Ave., N.W.
				Washington, D.C. 20080
				(703) 750-2000

Former name or former address, if changed since last report: None

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:

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o   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

5.02(b) — On December 1, 2010, Mrs. Karen Hastie Williams retired from the Board of Directors of WGL Holdings, Inc.

ITEM 8.01 — OTHER EVENTS

Effective December 3, 2010, the Board of Directors of WGL Holdings, Inc. decreased the size of the Board of Directors from eight to seven persons.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant have duly caused this Report to be signed on their behalf by the undersigned hereunto duly authorized.