UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 2)*
OneBeacon Insurance Group, Ltd.
(Name of Issuer)
Common Stock, $.01 par value per share
(Title of Class of Securities)
G67742109
(CUSIP Number)
February 6, 2007
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No. G67742109 13G Page 2 of 3 Pages
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1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Chilton Investment Company, LLC
87-0742367
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [X]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
State of Delaware
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5. SOLE VOTING POWER
1,146,455
NUMBER OF ------------------------------------------------------------------
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY
EACH ------------------------------------------------------------------
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON 1,146,455
WITH
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8. SHARED DISPOSITIVE POWER
0
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,146,455
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10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
[ ]
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.8%*
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12. TYPE OF REPORTING PERSON (See Instructions)
IA
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* Based on 24,000,000 shares of Common Stock outstanding, pursuant to Prospectus
filed by OneBeacon Insurance Group, Ltd., dated November 9, 2006.
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CUSIP No. G67742109 13G Page 3 of 3 Pages
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Pursuant to Rule 13d-2(b) of Regulation 13D-G under the Securities Exchange Act
of 1934, as amended, the Schedule 13G initially filed on December 11, 2006 by
Chilton Investment Company, LLC (the "Reporting Person") with respect to the
Common Stock, $0.01 par value (the "Common Stock"), of OneBeacon Insurance
Group, Ltd., a Delaware corporation (the "Schedule 13G"), as amended by
Amendment No. 1 to the Schedule 13G filed on February 9, 2007, is hereby amended
by this Amendment No. 2 to the Schedule 13G to report a change in the
information reported in the Schedule 13G. The Schedule 13G is hereby amended as
follows:
Items 4 and 5 are hereby amended and restated in their entirety to read:
Item 4. Ownership.
(a) Amount beneficially owned: 1,146,455 shares
(b) Percent of class: 4.8%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 1,146,455
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the
disposition of: 1,146,455
(iv) Shared power to dispose or to direct the
disposition of: 0
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following: [X]
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true, complete and
correct.
Date: February 12, 2007
Chilton Investment Company, LLC
By: /s/ James Steinthal
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Name: James Steinthal
Title: Managing Director