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 *
  NMI II (Cayman) GP, Ltd.
 2. Date of Event Requiring Statement (Month/Day/Year)
07/24/2007		 3. Issuer Name and Ticker or Trading Symbol
VALIDUS HOLDINGS LTD [VR]
(Last)
(First)
(Middle)
C/O VALIDUS RE, SUITE 1790, 48 PAR-LA-VILLE ROAD		 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)

HAMILTON, D0 HM11		 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)
Common Shares 6,857,141
I
See Notes (1) (2)

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
Warrants to acquire common shares   (3) 12/12/2015 Common Shares 784,055.6 $ 17.5 I See Notes (2) (4) (5)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
NMI II (Cayman) GP, Ltd.
C/O VALIDUS RE
SUITE 1790, 48 PAR-LA-VILLE ROAD
HAMILTON, D0 HM11		     X    
New Mountain Investments II (Cayman), L.P.
C/O VALIDUS RE
SUITE 1790, 48 PAR-LA-VILLE ROAD
HAMILTON, D0 HM11		     X    
New Mountain Partners II (Cayman), L.P.
C/O VALIDUS RE
SUITE 1790, 48 PAR-LA-VILLE ROAD
HAMILTON, D0 HM11		     X    
Allegheny New Mountain Partners (Cayman), L.P.
C/O VALIDUS RE
SUITE 1790, 48 PAR-LA-VILLE ROAD
HAMILTON, D0 HM11		     X    
New Mountain Affiliated Investors II (Cayman), L.P.
C/O VALIDUS RE
SUITE 1790, 48 PAR-LA-VILLE ROAD
HAMILTON, D0 HM11		     X    
KLINSKY STEVEN B
C/O VALIDUS RE
SUITE 1790, 48 PAR-LA-VILLE ROAD
HAMILTON, D0 HM11		     X    

Signatures

John Schuster, Attorney-in-Fact 07/24/2007
**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) The securities are owned by New Mountain Partners II (Cayman), L.P., Allegheny New Mountain Partners (Cayman), L.P. and New Mountain Affiliated Investors II (Cayman), L.P. (collectively, the "New Mountain funds") as follows: 6,262,368 shares are owned by New Mountain Partners II (Cayman), L.P., 484,642 shares are owned by Allegheny New Mountain Partners (Cayman), L.P. and 110,131 shares are owned by New Mountain Affiliated Investors II (Cayman), L.P. NMI II (Cayman) GP, Ltd. is the general partner of New Mountain Investments II (Cayman), L.P., which is the general partner of each of the New Mountain funds. Steven B. Klinsky is the sole director of NMI II (Cayman) GP, Ltd. and the chief executive officer of New Mountain Capital, L.L.C. New Mountain Capital, L.L.C. is the manager of each of the New Mountain funds.
(2) Each of the reporting persons disclaims beneficial ownership of these securities, except to the extent of its pecuniary interest therein.
(3) Warrants are exercisable at any time prior to December 12, 2015.
(4) The securities are owned by New Mountain Partners II (Cayman), L.P., Allegheny New Mountain Partners (Cayman), L.P. and New Mountain Affiliated Investors II (Cayman), L.P. as follows: 716,031.5 warrants are owned by New Mountain Partners II (Cayman), L.P., 55,392.1 warrants are owned by Allegheny New Mountain Partners (Cayman), L.P. and 12,632.0 warrants are owned by New Mountain Affiliated Investors II (Cayman), L.P.
(5) Warrants owned by the New Mountain funds provide, in the relevant part, that they shall be exercisable for a number of shares representing 1.08% of the common shares of the issuer on the day immediately prior to consummation of the issuer's initial public offering of common shares, on a fully diluted basis. The number of shares issuable upon exercise of the warrants reported above has been calculated based upon the issuer's estimate, given to the reporting persons, of the number of outstanding common shares, warrants and options immediately prior to consummation of the issuer's initial public offering of common shares.

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