Ownership Submission
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
TRIDENT II L P
  2. Issuer Name and Ticker or Trading Symbol
JAMES RIVER GROUP, INC [JRVR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O MAPLES & CALDER, UGLAND HOUSE, BOX 309, SOUTH CHURCH STREET
3. Date of Earliest Transaction (Month/Day/Year)
12/01/2006
(Street)

GEORGE TOWN, GRAND CAYMAN, E9 BWI
4. If Amendment, Date Original Filed(Month/Day/Year)
12/05/2006
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 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 Stock 12/01/2006   S   2,317 D $ 33 2,796,771 (1) (2) D  
Common Stock 12/01/2006   S   2,021 D $ 32.75 2,794,750 D  
Common Stock 12/01/2006   S   14,362 D $ 32.5 2,780,388 D  
Common Stock 12/01/2006   S   200 D $ 32.54 2,780,188 D  
Common Stock 12/01/2006   S   100 D $ 32.61 2,780,088 D  
Common Stock 12/01/2006   S   200 D $ 32.67 2,779,888 D  
Common Stock 12/01/2006   S   100 D $ 32.66 2,779,788 D  
Common Stock 12/01/2006   S   600 D $ 32.63 2,779,188 D  
Common Stock 12/01/2006   S   100 D $ 32.52 2,779,088 D  
Common Stock 12/04/2006   S   2,500 D $ 33.2825 2,776,588 D  
Common Stock 12/04/2006   S   1,700 D $ 33.5813 2,774,888 D  
Common Stock 12/04/2006   S   400 D $ 33.5618 2,774,488 D  
Common Stock 12/04/2006   S   1,406 D $ 33.5001 2,773,082 D  
Common Stock 12/04/2006   S   2,800 D $ 33.5555 2,770,282 D  
Common Stock 12/04/2006   S   2,100 D $ 33.6 2,768,182 D  
Common Stock 12/04/2006   S   5,100 D $ 33.75 2,763,082 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

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    

Signatures

 Trident II, L.P.; By: Trident Capital II, L.P.; By: DW Trident GP, LLC; By: David Wermuth, Member   12/19/2006
**Signature of Reporting Person Date

 Trident Capital II, L.P.; By: DW Trident GP, LLC; By: David Wermuth, Member   12/19/2006
**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) This filing relates to shares of Common Stock of James River Group, Inc. ("JRVR"). Trident II, L.P. ("Trident") is making this joint filing on Form 4 on its behalf and on behalf of Trident Capital II, L.P.
(2) This amended Form 4 filing is being made to correct the entries contained in Column 5 in Rows 1-16 of Table 1 in the Form 4 filed by Trident on 12/5/2006. This amended filing is necessary because the initial entry in Column 5 in Row 1 of Table I in the Form 4 filed on 12/5/2006 was incorrectly entered -- 2,776,771 was incorrectly enterted when the correct entry should have been 2,796,771. The resulting entries for total securities owned in Column 5 of each in the subsequent rows 2-16 of Table I were also incorrect by an equivalent amount (ie, in each case understated by 20,000 shares). None of the other information contained in the Form 4 filing made on 12/5/2006 is being amended.

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