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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* Charlesbank Equity Fund VII, Limited Partnership (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS, LLC 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/30/2011	3. Issuer Name and Ticker or Trading Symbol MONTPELIER RE HOLDINGS LTD [ MRH ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 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)
Common Stock	5,750,000	I	See Footnotes(1)(2)(3)

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* Charlesbank Equity Fund VII, Limited Partnership (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS, LLC 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CB Offshore Equity Fund VII, L.P. (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS, LLC 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CB Parallel Fund VII, Limited Partnership (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS, LLC 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Charlesbank Equity Coinvestment Fund VII, Limited Partnership (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS, LLC 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CHARLESBANK COINVESTMENT PARTNERS LIMITED PARTNERSHIP (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS, LLC 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CHARLESBANK CAPITAL PARTNERS LLC (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS, LLC 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Charlesbank Equity Fund VII GP, Limited Partnership (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS, LLC 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CB Offshore Equity Fund VII GP, LLC (Last) (First) (Middle) C/O CHARLESBANK CAPITAL PARTNERS, LLC 200 CLARENDON STREET, 54TH FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Charlesbank Equity Fund VII, Limited Partnership ("CB VII") owns 4,238,070 shares. CB Offshore Equity Fund VII, L.P. ("CB Offshore") owns 983,670 shares. CB Parallel Fund VII, Limited Partnership ("CB Parallel") owns 422,176 shares. Charlesbank Equity Coinvestment Fund VII, Limited Partnership ("CB Coinvest VII") owns 103,719 shares. Charlesbank Coinvestment Partners, Limited Partnership ("CB Coinvest") owns 2,365 shares. CB VII, CB Offshore, CB Parallel, CB Coinvest VII and CB Coinvest (collectively, the "Funds") own 5,750,000 shares (the "Shares"). Charlesbank Equity Fund VII GP, Limited Partnership ("CB VII GP") is the general partner of CB VII, CB Parallel and CB Coinvest VII and the sole member of CB Offshore Equity Fund VII GP, LLC ("CB Offshore GP"). (cont'd Footnote 2)

2. Charlesbank Capital Partners, LLC ("Charlesbank") is the investment manager for each of the Funds and the general partner of CB Coinvest. The Funds, together with CB VII GP, CB Offshore GP and Charlesbank, are the "Charlesbank Entities." CB Offshore GP disclaims beneficial ownership of the Shares, except to the extent of its pecuniary interest, if any, in the Shares by virtue of its general partner interest in CB Offshore. CB VII GP disclaims beneficial ownership of the Shares, except to the extent of its pecuniary interest, if any, in the Shares by virtue of its general partner interest in CB VII, CB Parallel and CB Coinvest VII and its membership interest in CB Offshore GP. Charlesbank disclaims beneficial ownership of the Shares, except to the extent of its pecuniary interest, if any, in the Shares by virtue of its general partner interest in CB VII GP and CB Coinvest.

3. Michael Eisenson, the Chief Executive Officer and a Managing Director of Charlesbank, serves as the representative of the Charlesbank Entities on the Issuer's board of directors.

	Charlesbank Equity Fund VII, Limited Partnership /s/ Tami E. Nason, Attorney-in-fact	10/11/2011
	CB Offshore Equity Fund VII, L.P. /s/ Tami E. Nason, Attorney-in-fact	10/11/2011
	CB Parallel Fund VII, Limited Partnership /s/ Tami E. Nason, Attorney-in-fact	10/11/2011
	Charlesbank Equity Coinvestment Fund VII, Limited Partnership /s/ Tami E. Nason, Attorney-in-fact	10/11/2011
	Charlesbank Coinvestment Partners, Limited Partnership /s/ Tami E. Nason, Attorney-in-fact	10/11/2011
	Charlesbank Capital Partners, LLC /s/ Tami E. Nason, Attorney-in-fact	10/11/2011
	Charlesbank Equity Fund VII GP, Limited Partnership /s/ Tami E. Nason, Attorney-in-fact	10/11/2011
	CB Offshore Equity Fund VII GP, LLC /s/ Tami E. Nason, Attorney-in-fact	10/11/2011
	** 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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