FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * Dupont Wesley D   2. Issuer Name and Ticker or Trading Symbol Allied World Assurance Co Holdings, AG [AWH] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP, Gen. Counsel & Corp. Sec. (Last) (First) (Middle) ALLIED WORLD ASSURANCE CO. HOLDINGS, AG, LINDENSTRASSE 8 3. Date of Earliest Transaction (Month/Day/Year) 02/21/2011 (Street) BAAR/ZUG, V8 CH-6430 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Shares 02/21/2011   A   24,000 (1) A $ 0 73,187 (2) D   Common Shares 02/22/2011   M   875 A $ 0 (3) 74,062 D   Common Shares 02/22/2011   D   350 D $ 62.0515 (4) 73,712 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Restricted Stock Units

(3)

02/22/2011

M

875 (3)

02/22/2011(5)

02/22/2014(5)

Common Shares

875 (3)

(3)

5,625

D

Restricted Stock Units

(6)

02/22/2011

A

1,720 (6)

(7)

(7)

Common Shares

1,720 (6)

$ 0

7,345

D

Employee Stock Option (right to buy)

$ 61.51

02/22/2011

A

6,510

(7)

(7)

Common Shares

6,510

$ 0

6,510

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Dupont Wesley D ALLIED WORLD ASSURANCE CO. HOLDINGS, AG LINDENSTRASSE 8 BAAR/ZUG, V8 CH-6430			EVP, Gen. Counsel & Corp. Sec.

Signatures

/s/ Wayne H. Datz, by Power of Attorney		02/22/2011
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Represents the Company's Common Shares that were earned pursuant to a 2008 LTIP award for no monetary consideration and which vested at 150% of target based on the achievement of pre-established performance criteria during the applicable three-year performance period established under the Company's Third Amended and Restated Long-Term Incentive Plan.
(2)	Includes 66 Common Shares acquired on December 31, 2010 pursuant to the Company's Amended and Restated 2008 Employee Share Purchase Plan.
(3)	On February 22, 2010, the reporting person was granted 3,500 Restricted Stock Units for no monetary consideration. The Restricted Stock Units convert into (i) 2,100 of the Company's Common Shares and (ii) cash equal to the market value of 1,400 Common Shares (measured at the date of vesting) upon the vesting of such Restricted Stock Units.
(4)	The fair market value of the cash portion was determined using the daily volume-weighted average sales price of the Company's Common Shares for the five consecutive trading days up to and including February 22, 2011.
(5)	The Restricted Stock Units vest in four equal installments with the first installment vesting on February 22, 2011.
(6)	Grant of Restricted Stock Units for no monetary consideration. 1,720 Restricted Stock Units convert into (i) 860 of the Company's Common Shares and (ii) cash equal to the market value of 860 Common Shares (measured at the date of vesting) upon the vesting of such Restricted Stock Units.
(7)	The Restricted Stock Units and Employee Stock Options vest in four equal installments with the first installments vesting on February 22, 2012.

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