Common Stock Cusip 470359 10 0

by James River Group, Inc.
August 4th, 2005

                                    JRG Logo

                             JAMES RIVER GROUP, INC.

              INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE


                                             SEE REVERSE FOR CERTAIN DEFINITIONS
COMMON STOCK                                                   CUSIP 470359 10 0


This certifies that





Is the owner of



      FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK, PAR VALUE $0.01
                                  PER SHARE OF

                             JAMES RIVER GROUP, INC.

transferable on the books of the Corporation in person or by duly authorized
attorney upon surrender of this Certificate properly endorsed. This Certificate
is not valid unless countersigned and registered by the Transfer Agent and
Registrar.
WITNESS the facsimile signatures of the duly authorized officers of the
Corporation.

Dated:


President                                                              Secretary
                                      SEAL

                                  Countersigned and Registered:
                                           EquiServe Trust Company, N.A.
                                                    Transfer Agent and Registrar