Daniel S. GlaserPresident and Chief Executive OfficerMarsh & McLennan Companies, Inc.1166 Avenue of the AmericasNew York, New York 10036212 345 4874 Fax 212 345 6676dan.glaser@mmc.comwww.mmc.com

Xxxxxx X. Glaser President and Chief Executive Officer Marsh & McLennan Companies, Inc. 1166 Avenue of the Americas New York, New York 10036 212 000 0000 Fax 212 345 0000 xxx.xxxxxx@xxx.xxx xxx.xxx.xxx

Exhibit 10.56

January 17, 2018

Xxxx X. XxXxxxxx

[Address]

[City, State, Zip Code]

Subject:    Terms of Employment

Dear Xxxx:

This first amendment to the letter agreement, dated September 17, 2015, between you and Xxxxx & McLennan Companies, Inc. (the “Letter Agreement”) revises the terms and conditions of your employment as follows:

1. Exhibit A to the Letter Agreement shall be deleted and replaced in its entirety with the attached Exhibit A.

The terms of this amendment are effective as of January 17, 2018. Except as amended by this amendment, the Letter Agreement will continue to govern your employment as the Chief Financial Officer of Xxxxx & XxXxxxxx Companies, Inc.

Please acknowledge your agreement with the terms of the Letter Agreement, as amended by this amendment, by signing and dating this and the enclosed copy of this amendment and returning it to me.

Sincerely,

/s/ Xxxxxx X. Xxxxxx

Xxxxxx X. Xxxxxx

President and Chief Executive Officer

Xxxxx & McLennan Companies, Inc.

Accepted and Agreed:

/s/ Xxxx X. XxXxxxxx     

(Signature)        

1/17/18__________

(Date)

January 17, 2018

Xxxx X. XxXxxxxx

Page 2

Exhibit A

Board or Committee Memberships	Accounting Advisory Board of the University of Rhode Island College of Business Administration
Annual Base Salary	$750,000
Annual Target Bonus Opportunity	Bonus awards are discretionary. Target bonus of $1,200,000. Actual bonus may range from 0% - 200% of target, based on achievement of individual performance objectives and/or Xxxxx & XxXxxxxx Companies’ performance as Xxxxx & McLennan Companies may establish from time to time.
Annual Target Long Term Incentive Opportunity	Long-term incentive awards are discretionary. Target award of $2,000,000 (based on grant date fair value), commencing with the award made in 2018.