Name of Reporting Persons:

J. Christopher Flowers

Check the Appropriate Box if a Member of a Group

(a)  ¨        (b)  ¨

SEC Use Only

Citizenship or Place of Organization:

    United States

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

Sole Voting Power:

    1,300,941

Shared Voting Power:

    -0-

Sole Dispositive Power:

    1,461,263

Shared Dispositive Power:

    -0-

  9.

Aggregate Amount Beneficially Owned by Each Reporting Person:

    1,461,263

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)    ¨

11.

Percent of Class Represented by Amount in Row (9):

    10.5%*

12.

Type of Reporting Person (See Instructions):

    IN

(a).

(b).

P.O. Box HM 2267

Windsor Place, 3rd Floor

18 Queen Street

Hamilton, Bermuda HM JX

(a).

(b).

(c).

J. Christopher Flowers

717 Fifth Ave.

26th Floor

New York, NY 10022

(d).

(e).

Amount beneficially owned:

J. Christopher Flowers may be deemed to beneficially own an aggregate of 1,461,263 Ordinary Shares, consisting of 1,175,549 Ordinary Shares he holds directly and 285,714 Ordinary Shares over which he may be deemed to exercise investment discretion through: (a) JCF Associates II Ltd., of which he is the sole director, and JCF Associates II-A LLC, of which he is the managing member, on behalf of J.C. Flowers II L.P., J.C. Flowers II-A L.P. and J.C. Flowers II-B L.P. and (b) FSO GP Ltd., of which he is the sole director, on behalf of Financial Service Opportunities L.P. (collectively, the “Funds”). Mr. Flowers disclaims beneficial ownership of the Ordinary Shares held by the Funds. This report shall not be construed as an admission that Mr. Flowers is the beneficial owner of the Ordinary Shares held by the Funds for any reason.

The bye-laws of Enstar Group Limited reduce the total voting power of any U.S. shareholder or direct foreign shareholder group owning 9.5% or more of its Ordinary Shares to less than 9.5% of the voting power of all of Enstar Group Limited’s Ordinary Shares. As a result of this provision, Mr. Flowers only has voting power with respect to 1,300,941 of the Ordinary Shares he may be deemed to beneficially own.

Percent of class:

Mr. Flowers may be deemed to be the beneficial owner of 10.5% of Enstar Group Limited’s Ordinary Shares. The calculation of the foregoing percentage is based on 13,854,447 Ordinary Shares outstanding as of February 22, 2012, as reported in the Enstar Group Limited Annual Report on Form 10-K for the year ended December 31, 2011, as filed with the Securities and Exchange Commission on February 24, 2012.

Sole power to vote or to direct the vote:

1,300,941

Shared power to vote or to direct the vote:

-0-

Sole power to dispose or to direct the disposition of:

1,461,263

Shared power to dispose or to direct the disposition of:

-0-

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:    ¨

Ownership of More than Five Percent on Behalf of Another Person.

Investors in the Funds described in Item 4 above have the right to receive dividends from, or the proceeds from the sale of, the shares held in each Fund.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

Not Applicable.

Identification and Classification of Members of the Group.

Not Applicable.

Notice of Dissolution of Group.

Not Applicable.

Certification.

Not Applicable.