UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

 

 

FIRST MERCURY FINANCIAL CORPORATION

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

320841 10 9

(CUSIP Number)

 

December 31, 2006

(Date of Event which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

 

[

]Rule 13d-1(b)

 

[

]Rule 13d-1(c)

 

[ X ]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 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

 

CUSIP No. 320841 10 9  Schedule 13G

 

 

1.

NAME OF REPORTING PERSON

IRS. IDENTIFICATION NUMBER. OF ABOVE PERSON (ENTITIES ONLY)

 

Glencoe Capital, LLC

 

 

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)         [ ]

(b)         [ ]

 

 

3.

SEC USE ONLY

 

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

USA

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

 

 

 

 

5.

SOLE VOTING POWER

 

1,729,257

 

 

6.

SHARED VOTING POWER

 

None

 

 

7.

SOLE DISPOSITIVE POWER

 

1,729,257

 

 

8.

SHARED DISPOSITIVE POWER

 

None

 

 

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,729,257

 

 

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES                                                                                              [ ]

 

 

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

9.99% based on 17,306,780 shares of Common Stock outstanding as of November 14, 2006.

 

 

12.

TYPE OF REPORTING PERSON

 

IN

 

 

 

CUSIP No. 320841 10 9  Schedule 13G

 

 

1.

NAME OF REPORTING PERSON

IRS. IDENTIFICATION NUMBER. OF ABOVE PERSON (ENTITIES ONLY)

 

FMFC Holdings, LLC

 

 

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)         [ ]

(b)         [ ]

 

 

3.

SEC USE ONLY

 

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

USA

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

 

 

 

 

5.

SOLE VOTING POWER

 

1,729,257

 

 

6.

SHARED VOTING POWER

 

None

 

 

7.

SOLE DISPOSITIVE POWER

 

1,729,257

 

 

8.

SHARED DISPOSITIVE POWER

 

None

 

 

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,729,257

 

 

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES                                                                                              [ ]

 

 

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

9.99% based on 17,306,780 shares of Common Stock outstanding as of November 14, 2006.

 

 

12.

TYPE OF REPORTING PERSON

 

IN

 

 

 

CUSIP No. 320841 10 9

Schedule 13G

 

Item 1.

 

(a)

Name of Issuer:

 

 

First Mercury Financial Corporation

 

 

(b)

Address of Issuer’s Principal Executive Offices:

 

 

29621 Northwestern Highway, Southfield, Michigan 48034

 

Item 2.

 

(a)

Name of person filing:

 

 

Glencoe Capital, LLC

 

FMFC Holdings, LLC

 

 

(b)

Address of principal business office or, if none, residence:

 

222 West Adams Street, Suite 1000 Chicago, IL 60606

 

 

(c)

Citizenship:

U.S.A.

 

 

(d)

Title of Class of Securities:

Common Stock

 

 

(e)

CUSIP Number:

320841 10 9

 

Item 3.

If this statement is filed pursuant to sections 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

 

 

Not applicable.

 

Item 4.

Ownership.

 

See cover pages. Consists of 1,729,257 shares of common stock held of record by FMFC Holdings, LLC. Glencoe Capital, LLC, as the manager of FMFC Holdings, LLC, may be deemed to be the beneficial owner of these shares. The manager of Glencoe Capital, LLC is DSE Manager, Inc., whose President and sole director is David S. Evans, Chairman of Glencoe. Each of Glencoe, DSE Manager, Inc. and Mr. Evans disclaims any beneficial ownership in these shares, except to the extent of its respective pecuniary interest therein.

 

Items 5 - 10.

 

 

Not applicable.

 

 

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.

 

 

Dated as of February 14, 2007.

 

 

 

 

GLENCOE CAPITAL, LLC

 

 

 

 

 

By: /s/ Beth Satterfield

 

Name: Beth Satterfield

 

Title: Chief Financial Officer

 

 

 

FMFC HOLDINGS, LLC

 

 

 

 

 

By: Glencoe Capital, LLC

 

Its: Manager

 

 

 

 

 

By: /s/ Beth Satterfield

 

Name: Beth Satterfield

 

Title: Chief Financial Officer