Ownership Submission
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, 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  TRIDENT II L P
 2. Date of Event Requiring Statement (Month/Day/Year)
01/31/2007		 3. Issuer Name and Ticker or Trading Symbol
Castlewood Holdings LTD [ESGRD]
(Last)
(First)
(Middle)
C/O MAPLES & CALDER, UGLAND HOUSE, BOX 309, SOUTH CHURCH STREET		 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 Original Filed(Month/Day/Year)
(Street)

GEORGE TOWN, GRAND CAYMAN, E9 BWI		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TRIDENT II L P
C/O MAPLES & CALDER, UGLAND HOUSE
BOX 309, SOUTH CHURCH STREET
GEORGE TOWN, GRAND CAYMAN, E9 BWI		     X    
TRIDENT CAPITAL II LP
C/O MAPLES & CALDER, UGLAND HOUSE
BOX 309, SOUTH CHURCH STREET
GEORGE TOWN, GRAND CAYMAN, E9 BWI		     X    
MARSH & MCLENNAN CAPITAL PROFESSIONALS FUND LP
C/O MAPLES & CALDER, UGLAND HOUSE
BOX 309, SOUTH CHURCH STREET
GEORGE TOWN, GRAND CAYMAN, E9 BWI		     X    
MARSH & MCLENNAN EMPLOYEES SECURITIES CO LP
C/O MAPLES & CALDER, UGLAND HOUSE
BOX 309, SOUTH CHURCH STREET
GEORGE TOWN, GRAND CAYMAN, E9 BWI		     X    

Signatures

/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
**Signature of Reporting Person Date
/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
**Signature of Reporting Person Date
/s/ Marsh & McLennan Capital Professionals Fund, L.P.; By: Stone Point GP Ltd., its sole general partner; By: David Wermuth, Secretary 01/31/2007
**Signature of Reporting Person Date
/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

Explanation of Responses:

* 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).
(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.

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