SEC Form 3

FORM 3

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

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1. Name and Address of Reporting Person* TRIDENT II L P (Last) (First) (Middle) C/O MAPLES & CALDER, UGLAND HOUSE BOX 309, SOUTH CHURCH STREET (Street) GEORGE TOWN, GRAND CAYMAN E9 BWI (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/31/2007	3. Issuer Name and Ticker or Trading Symbol Castlewood Holdings LTD [ ESGRD ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Share	1,966,672	D(1)(2)
Ordinary Share	56,220	D(1)(3)
Ordinary Share	59,344	D(1)(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* TRIDENT II L P (Last) (First) (Middle) C/O MAPLES & CALDER, UGLAND HOUSE BOX 309, SOUTH CHURCH STREET (Street) GEORGE TOWN, GRAND CAYMAN E9 BWI (City) (State) (Zip)

1. Name and Address of Reporting Person* TRIDENT CAPITAL II LP (Last) (First) (Middle) C/O MAPLES & CALDER, UGLAND HOUSE BOX 309, SOUTH CHURCH STREET (Street) GEORGE TOWN, GRAND CAYMAN E9 BWI (City) (State) (Zip)

1. Name and Address of Reporting Person* MARSH & MCLENNAN CAPITAL PROFESSIONALS FUND LP (Last) (First) (Middle) C/O MAPLES & CALDER, UGLAND HOUSE BOX 309, SOUTH CHURCH STREET (Street) GEORGE TOWN, GRAND CAYMAN E9 BWI (City) (State) (Zip)

1. Name and Address of Reporting Person* MARSH & MCLENNAN EMPLOYEES SECURITIES CO LP (Last) (First) (Middle) C/O MAPLES & CALDER, UGLAND HOUSE BOX 309, SOUTH CHURCH STREET (Street) GEORGE TOWN, GRAND CAYMAN E9 BWI (City) (State) (Zip)

Explanation of Responses:

1. Trident II, L.P. ("Trident II") is making this joint filing on Form 3 on its own behalf and on behalf of (i) its sole general partner, Trident Capital II, L.P., (ii) Marsh & McLennan Capital Professionals Fund, L.P. ("CPF") and (iii) Marsh & McLennan Employees' Securities Company, L.P. ("ESC"), with respect to beneficial ownership of Ordinary Shares of Enstar Group Limited ("Enstar"). Trident II, CPF and ESC have entered into an agreement pursuant to which they have agreed that they will coordinate the timing of the sale of shares of Ordinary Shares of Enstar.

2. Represents 1,966,672 Ordinary Shares of Enstar directly owned by Trident II. As a result of the agreement to coordinate referenced in Note 1 above, Trident II may be deemed to be the beneficial owner of Ordinary Shares of Enstar that are beneficially owned by ESC and CPF. Trident II disclaims beneficial ownership of Ordinary Shares of Enstar that are, or may be deemed to be, beneficially owned by ESC and CPF.

3. Represents 56,220 Ordinary Shares of Enstar directly owned by CPF. As a result of the agreement to coordinate referenced in Note 1 above, CPF may be deemed to be the beneficial owner of Ordinary Shares of Enstar that are beneficially owned by Trident II and ESC. CPF disclaims beneficial ownership of Ordinary Shares of Enstar that are, or may be deemed to be, beneficially owned by Trident II and ESC.

4. Represents 59,344 Ordinary Shares of Enstar directly owned by ESC. As a result of the agreement to coordinate referenced in Note 1 above, ESC may be deemed to be the beneficial owner of Ordinary Shares of Enstar that are beneficially owned by Trident II and CPF. ESC disclaims beneficial ownership of Ordinary Shares of Enstar that are, or may be deemed to be, beneficially owned by Trident II and CPF.

	/s/ Trident II, L.P.; by: Trident Capital II, L.P., general partner; by: DW Trident GP, LLC, a general partner; By: David J. Wermuth; Title: Member	01/31/2007
	/s/ Trident Capital II, L.P., general partner; by: DW Trident GP, LLC, a general partner; By: David J. Wermuth; Title: Member	01/31/2007
	/s/ Marsh & McLennan Capital Professionals Fund, L.P.; By: Stone Point GP Ltd., its sole general partner; By: David Wermuth, Secretary	01/31/2007
	/s/ Marsh & McLennan Employees' Securities Comany, L.P.; By: Marsh & McLennan GP I, Inc., its sole general partner; By: Stone Point Capital LLC, as agent and attorney-in-fact; By: David Wermuth, Principal	01/31/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
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