FORM 6-K

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

Commission File Number: 333-163336-01

For the month of ~~January~~February 2010.

NIPPONKOA Insurance Company, Limited

(Translation of registrant’s name into English)

7-3, Kasumigaseki 3-chome

Chiyoda-ku, Tokyo 100-8965

Japan

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F x Form 40-F ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ¨ No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-

Information furnished on this form:

Table of Contents

[Translation in English]

News Release

1. ~~Public~~Announcement ~~Notice~~of onChanges ~~the~~of ~~Share~~Representative ~~Exchange~~Director and other Officers

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, thereunto duly authorized.

	NIPPONKOA Insurance Company, Limited
Date: January 4, 2010
Date: February 12, 2010
	By:	/S/ TAKASHI MIWA
		Takashi Miwa
		General Manager of General Affairs Dept.

~~[Note: This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original~~February 12, ~~the~~2010 ~~original shall prevail.]~~

~~Exhibit~~To 1whom it may concern:

Public Notice on the Share Exchange

January 5, 2010 (Japan time)

NIPPONKOA Insurance Co., Ltd.

~~7-3,~~President: ~~Kasumigaseki~~Makoto ~~3-chome,~~Hyodo ~~Chiyoda-ku, Tokyo~~

~~President and Executive Officer~~Code:8754 ~~Makoto Hyodo~~

WeAnnouncement ~~hereby~~of ~~give~~Changes aof ~~public~~Representative ~~notice that~~Director ~~at our extraordinary shareholders’ meeting held on December 30, 2009, we have resolved to implement a statutory share transfer (kabushikiiten) (the “Share Exchange”) whereby we~~ and ~~SOMPO~~other ~~JAPAN~~Officers INSURANCE INC. (address: 26-1, Nishi-Shinjuku 1-chome, Shinjuku-ku, Tokyo) will jointly establish “NKSJ Holdings, Inc. (address: 26-1, Nishi-Shinjuku 1-chome, Shinjuku-ku, Tokyo)” which will become a wholly-owning parent company (Kabushikiiten-setsuritu-kanzen-oyakaisha), with April 1, 2010 being the date of the establishment.

1.We ~~For~~hereby ~~those~~announce ~~holders~~the ofappointment ~~our common stock, if you intend to demand that we purchase your shares~~ of ~~the~~a ~~common~~new ~~stock~~Representative ~~pursuant~~Director toand ~~the~~other ~~provision~~officers as set forth below in ~~Paragraph~~accordance 1with ofa ~~Article~~resolution passed ~~806~~by of the ~~Corporation~~Board ~~Law, please notify us in writing~~ of ~~the~~Directors ~~intention~~at ~~and~~ the ~~number~~meeting ofheld ~~relevant shares~~on ~~to be appraised within 20 days from today (January 5~~February 12, 2010 ~~on Japan time)~~.

InThe ~~addition,~~appointment ~~since~~of ana ~~individual~~new Representative ~~shareholder’s~~Director ~~notice~~will ~~(kobetsu-kabunushitsuuchi)~~be isapproved ~~required~~by toa beresolution ~~made~~that ~~prior~~will tobe ~~making~~passed at the ~~appraisal~~Extraordinary ~~demand~~Shareholders Meeting which will be held on April 1, ~~please~~2010, ~~first~~when ~~request~~NKSJ ~~your~~Holdings, ~~Account~~Inc. ~~Management~~will ~~Institutions~~become ~~(for~~our ~~example~~sole shareholder, ~~securities~~and ~~brokers/dealers)~~by a resolution of the Board of Directors at a meeting which ~~your~~will ~~shares~~be ~~are deposited~~held toafter ~~relay~~the said Extraordinary Shareholders Meeting. The appointment of a ~~request~~full-time ~~for~~Corporate ~~your~~Auditor ~~individual~~will ~~shareholder’s~~be ~~notice~~approved toby usa resolution that will be passed at the said Extraordinary Shareholders Meeting and, ~~upon~~a resolution ~~completion~~that will be passed at the meeting of ~~your~~Corporate ~~individual~~Auditors ~~shareholder’s~~which ~~notice~~will tobe ~~us,~~held ~~execute~~after the ~~notification~~said ~~above~~Extraordinary Shareholders Meeting.

21. ~~For~~Appointment ~~those holders~~ of ~~either~~a ~~one~~Representative ofDirector ~~our stock acquisition rights issued on March 2005~~ (~~stock~~Effective ~~compensation type stock options) or stock acquisition rights issued~~ on ~~March 2006 (stock compensation type stock options), if you intend to demand that we purchase your stock acquisition rights pursuant to the provision of Paragraph~~ April 1 ~~of Article 808 of the Corporation Law~~, ~~please notify us in writing of the intention as well as the terms and the number of the related stock acquisition rights to be appraised within 20 days from today (January 5,~~ 2010 ~~on Japan time~~).

~~END~~A new Representative Director


(New Position)	(Name)	(Current Position)

Representative Director and Executive Deputy President	Tetsuo Shinohara	Senior Managing Executive Officer and Regional Chief Operating Officer of Kansai Headquarters

Profile of the newly appointed Representative Director:

Tetsuo Shinohara (Date of birth: October 15, 1949)


Apr. 1974		Entered The Nippon Fire & Marine Insurance Co., Ltd.

Apr. 1998		General Manager of Shiga Branch

Jun. 2000		General Manager of Corporate Fourth Production Dept.

Apr. 2001		General Manager of Fourth Production Dept. of the Company

Apr. 2003		Executive Officer and General Manager of Chiba Branch

Apr. 2005		Managing Executive Officer and Executive General Manager of the Motors Account Marketing Headquarters

Apr. 2006		Managing Executive Officer and General Manager of the Sales Promotion Dept.

Jun. 2006		Director and Managing Executive Officer and General Manager of Sales Promotion Dept. (present)

Mar. 2008		Director and Managing Executive Officer and Regional Chief Operation Officer of Kansai Headquarters

Jun. 2008		Senior Managing Executive Officer and Regional Chief Operation Officer of Kansai Headquarters

2. Appointment of other officers (Effective on April 1)

(1)

Change of Executive Officers


(New Position)	(Name)	(Current Position)

Executive Deputy President and Regional Chief Operating Officer of Motors Account Marketing Headquarters (in charge of car manufacturers)	Yasuo Watabe	Senior Managing Executive Officer and Regional Chief Operating Officer of Motors Account Marketing Headquarters (in charge of car manufacturers)

Senior Managing Executive Officer and Regional Chief Operating Officer of Kansai Headquarters	Akinobu Yoshimori	Managing Executive Officer and General Manager of Sales Promotion Dept.

Managing Executive Officer and Regional Chief Operating Officer of Chubu Headquarters	Atsushi Kumanomido	Representative director and president and chief executive officer of Sonpo 24 Insurance Company Limited

Managing Executive Officer and Regional Chief Operating Officer of Kanto Headquarters	Shunsuke Onoda	Executive Officer and Regional Chief Operating Officer of Kanto Headquarters

Managing Executive Officer (on administrative leave)	Koji Yamamoto	Executive Officer and Regional Chief Operating Officer of Capital Sphere Headquarters

	* Koji Yamamoto will be appointed as a director and senior managing executive officer of NIPPONKOA Life Insurance Company, Limited on April 1.


Managing Executive Officer and General Manager of Sales Promotion Dept.	Hiroji Sanpe	Executive Officer and General Manager of Marketing Planning Dept.

Managing Executive Officer and Regional Chief Operating Officer of Capital Sphere Headquarters	Jun Kimura	Executive Officer and Regional Chief Operating Officer of Kyushu Headquarters

Managing Executive Officer	Takaya Isogai	Executive Officer

(2)

Appointment of Executive Officer


(New Position)	(Name)	(Current Position)

Executive Officer and Regional Chief Operating Officer of Tohoku Headquarters	Hajime Harada	General Manager of Commercial Account Marketing Dept. I

Executive Officer and Regional Chief Operating Officer of Kyushu Headquarters	Kazuhiko Hanazaki	General Manager of Quality Control Dept.

Executive Officer and General Manager of Government & Public Account Marketing Dept.	Hiroshi Tojo	General Manager of Government & Public Account Marketing Dept.

Executive Officer and General Manager of Kobe Branch	Shozo Shigeta	General Manager of Shizuoka Branch

(3)

Appointment of Corporate Auditor


(New Position)	(Name)	(Current Position)

Corporate Auditor (Full-time)	Hisashi Kuroda	General Manager of Kansai Regional Management Dept.

3. Resignation of Officers

(1)

Effective on March 24


(Name)		(Current Position)

Tetsuya Yamada		Managing Executive Officer

(2)

Effective on March 31


Teizo Suzuki		Managing Executive Officer and Regional Chief Operating Officer of Chubu Headquarters

Yasuhide Fujii		Director & Managing Executive Officer
		* Yasuhide Fujii will be appointed as a director of NKSJ Holdings, Inc. on April 1.

Takeo Seko

Executive Officer and Regional Chief Operating Officer of Tohoku Headquarters

* Takeo Seko will be appointed as the representative director and president and chief executive officer of Sonpo 24 Insurance Company Limited on April 1.

Atau Kadokawa

Corporate Auditor

(Full-time)

* Atau Kadokawa will be appointed as the corporate auditor of NKSJ Holdings, Inc. on April 1.

Sumitaka Fujita

Outside Corporate Auditor

(Absentee)

* Sumitaka Fujita will be appointed as a director of NKSJ Holdings, Inc. on April 1.

4. New executive officer of NKSJ Holdings, Inc. (Effective on April 1)


(New Position)	(Name)	(Current Position)

Executive Officer and General Manager of Corporate Planning Dept.	Toshiyuki Takata	General Manager of Corporate Planning Dept. and General Manager of Business Integration Planning Office of NIPPONKOA Insurance Co., Ltd.

	* The appointment will be authorized by the resolution to be approved at the meeting of the board of directors of NKSJ Holdings, Inc. on April 1.

5. Others

Makoto Hyodo, Representative Director and President and Chief Executive Officer of NIPPONKOA Insurance Co., Ltd., will concurrently hold the position of the representative director and chairman of the board of NKSJ Holdings, Inc. on April 1 on the condition of the receipt of the authorization of Financial Services Agency.

Yuichi Yamaguchi, a Director and Managing Executive Officer of NIPPONKOA Insurance Co., Ltd., will concurrently hold the position of a director of NKSJ Holdings, Inc. on April 1 on the condition of the receipt of the authorization of Financial Services Agency.

End

Group Leader of Legal Document Group of General

Affairs Dept. : Hirohisa Kurumida

Tel 03-3593-5413

Manager in charge of Public Relations of Public

Relations Dept. : Manabu Ishikawa

Tel 03-3593-5386

Filing Compare · NIPPONKOA Insurance Company, Ltd.