##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM
10-K/A
 Amendment
No. 1
  þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2007
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission file number 1-11238.
 NYMAGIC, INC.
  New York
    
    13-3534162(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)919 Third Avenue, New York, NY
    
    10022(Address of principal executive offices)
    
    (Zip Code)
  
 Securities registered pursuant to Section 12(b) of the Act:
 Title of each class:
    
    Name of each exchange on which registered:Common Stock, $1.00 par value
    
    New York Stock Exchange
 Securities registered pursuant to Section 12(g) of the Act:
 o þ
 o þ
 þ o
 o
  Large Accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer   o
(Do not check if a smaller reporting company)
    
    Smaller reporting company o
 o þ
 MARKET VALUE
  OUTSTANDING STOCK
  DOCUMENTS INCORPORATED BY REFERENCE




---



##### Table of Contents



EXPLANATORY NOTE




---



##### Table of Contents



PART IV
 EXHIBITS. FINANCIAL STATEMENT
SCHEDULES
 SIGNATURES
 (ii)




---



##### Table of Contents



NYMAGIC, INC.
 PART IV
 Item 15. EXHIBITS, FINANCIAL
STATEMENT SCHEDULES
 (a)
    
    The following documents are filed as part of Amendment No. 1 to this report on Form 10-K:
 (2)
    
    Financial Statement Schedules:
 INDEX TO FINANCIAL STATEMENTS
 Tricadia CDO Fund, L.P.
 Report of Independent Certified Public Accountants
    
    
    3Financial StatementsStatement of Financial Condition
    
    
    4Condensed Schedule of Investments
    
    
    5Statement of Income and Special Allocation
    
    
    6Statement of Changes in Partners Capital
    
    
    7Statement of Cash Flows
    
    
    8Notes to Financial Statements
    
    
    9-14
 (3)
    
    Exhibits: The following exhibits are filed as part of Amendment No. 1 to this report on Form 10-K:
 ExhibitNumber
    
    Description*23.1
    
    Consent of Grant Thornton LLP.*31.1
    
    Certification of A. George Kallop,
President and Chief Executive
Officer, as adopted pursuant to
Section 302 of the Sarbanes-Oxley
Act of 2002.*31.2
    
    Certification of Thomas J.
Iacopelli, Chief Financial Officer,
as adopted pursuant to section 302
of the Sarbanes-Oxley Act of 2002.*32.1
    
    Certification of A. George Kallop,
President and Chief Executive
Officer, pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley
Act of 2002.*32.2
    
    Certification of Thomas J.
Iacopelli, Chief Financial Officer,
pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
 
 *
    
    Filed herewith.  (b)
    
    The exhibits required to be filed herewith are listed above.(c)
    
    Financial Statements Schedules: Financial Statements of Tricadia CDO Fund, L.P.
 (iii)




---



##### Table of Contents



SIGNATURES
  NYMAGIC, INC.
(Registrant)By:
    /s/  Thomas J. IacopelliThomas J. IacopelliExecutive Vice President, Chief Financial Officer and Treasurer  (iv)




---



##### Table of Contents



TRICADIA CDO FUND, L.P.




---



TABLE OF CONTENTS  EX-23.1: CONSENT OF GRANT THORNTON LLPEX-31.1: CERTIFICATIONEX-31.2: CERTIFICATIONEX-32.1: CERTIFICATIONEX-32.2: CERTIFICATION    Table of Contents




---



##### Table of Contents



Audit  Tax  AdvisoryGrant Thornton LLP60 Broad Street, 24th FloorNew York, NY 10004-2306T 212.422.1000F 212.422.0144www.Grant Thornton.com
 
 REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
  Tricadia CDO Fund, L.P.
    
 
 Grant Thornton LLP
 -3-




---



##### Table of Contents



STATEMENT OF FINANCIAL CONDITION
 
 ASSETSInvestment in investment entity, at fair value
    
    $
    30,000,000Securities owned, at fair value (cost $5,225,006)
    
    
    4,125,008Receivable from brokers
    
    
    9,151,538Other fee receivables
    
    
    83,119Other receivables
    
    
    1,050,000Total assets
    
    $
    44,409,665LIABILITIES AND PARTNERS CAPITALAccrued expenses
    
    $
    147,307Partners capital
    
    
    44,262,358Total liabilities and partners capital
    
    $
    44,409,665
 The accompanying notes are an integral part of this statement.
 -4-




---



##### Table of Contents



CONDENSED SCHEDULE OF INVESTMENTS
 
 Quantity
    
    
    
    
    Fair valueINVESTMENT IN INVESTMENT ENTITY, AT FAIR VALUE (67.78%)United States (67.78%)Financial (67.78%)2,000,000
    
    
    Tiptree Financial Partners, LP (67.78%)
    
    $
    30,000,000SECURITIES OWNED, AT FAIR VALUE (9.32%)ASSET-BACKED SECURITIES (9.32%)United States (8.47%)Financial (8.47%)5,000,000
    
    
    Telos 2006-1A sub 10/11/2021 (8.47%)
    
    $
    3,750,008Cayman Islands (0.85%)Financial (0.85%)500,000
    
    
    Telos 2006-1X sub 10/11/2021 (0.85%)
    
    
    375,000TOTAL ASSET-BACKED SECURITIES (COST $5,225,006)
    
    
    4,125,008SECURITIES OWNED, AT FAIR VALUE (COST $5,225,006)
    
    $
    4,125,008
 The accompanying notes are an integral part of this schedule.
 -5-




---



##### Table of Contents



STATEMENT OF INCOME AND SPECIAL ALLOCATION
 
 Investment incomeInterest
    
    $
    7,373,355Dividends
    
    
    860,000Other fee income
    
    
    3,972,115Total investment income
    
    
    12,205,470ExpensesManagement fees
    
    
    332,171Professional fees
    
    
    126,422Interest
    
    
    92,312Other
    
    
    342Total expenses
    
    
    551,247Net investment income
    
    
    11,654,223Net realized loss on securities
    
    
    (2,922,416
    )Net unrealized gain on swap contracts
    
    
    28,000Net change in unrealized loss on securities
    
    
    722,513Net income available for pro rata allocation to all partners
    
    $
    9,482,320Special allocation to General Partner
    
    $
    732,671
 The accompanying notes are an integral part of this statement.
 -6-




---



##### Table of Contents



STATEMENT OF CHANGES IN PARTNERS CAPITAL
 
 General
    
    
    Limited
    
    
    TotalPartner
    
    
    Partner
    
    
    CapitalPartners capital at December 31, 2006
    
    $
    396,250
    
    
    $
    28,430,038
    
    
    $
    28,826,288Capital contributions
    
    
    
    
    
    
    6,250,000
    
    
    
    6,250,000Capital withdrawals
    
    
    (296,250
    )
    
    
    
    
    
    
    (296,250
    )Allocation of net incomeSpecial allocation
    
    
    732,671
    
    
    
    (732,671
    )
    
    
    Pro rata allocation
    
    
    63,876
    
    
    
    9,418,444
    
    
    
    9,482,320Partners capital at December 31, 2007
    
    $
    896,547
    
    
    $
    43,365,811
    
    
    $
    44,262,358
 The accompanying notes are an integral part of this statement.
 -7-




---



##### Table of Contents



STATEMENT OF CASH FLOWS
 
 Cash flows from operating activitiesNet income available for pro rata allocation to all partners
    
    $
    9,482,320Adjustments to reconcile net income to net cash used in operating activitiesChanges in assets and liabilitiesDecrease (increase) in operating assetsInvestment in investment entity, at fair value
    
    
    (30,000,000
    )Securities owned, at fair value
    
    
    8,902,492Receivable from brokers
    
    
    5,971,741Other fee receivables
    
    
    745,076Other receivables
    
    
    (1,050,000
    )Decrease in operating liabilitiesAccrued expenses
    
    
    (5,379
    )Net cash used in operating activities
    
    
    (5,953,750
    )Cash flows from financing activitiesCapital withdrawal
    
    
    (296,250
    )Capital contributions
    
    
    6,250,000Net cash provided by financing activities
    
    
    5,953,750Cash at beginning of year
    
    
    Cash at end of year
    
    $
    
 The accompanying notes are an integral part of this statement.
 -8-




---



##### Table of Contents



NOTES TO FINANCIAL STATEMENTS
  NOTE A  ORGANIZATION
    NOTE B  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
   1.
    
    Investment in Investment Entity, at Fair ValueInvestment in investment entity represents ownership in a private investment partnership
that is carried at fair value in the statement of financial condition. Such fair value is
solely determined by the General Partner based upon, among other things, the Partnerships
proportionate share of the value of the investee entitys net assets. The Partnerships risk
of loss in this entity is limited to its investment in the investee entity.
 -9-




---



##### Table of Contents



NOTES TO FINANCIAL STATEMENTS
  NOTE B  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
 2.
    
    Securities Owned, at Fair ValueSecurities transactions are recorded on a trade-date basis.The Partnership values securities that are traded on a national securities exchange (or a
National Market Security reported by the National Association of Securities Dealers
Automated Quotations system) at the last reported sales price on the day of determination.Fixed income securities traded in the over-the-counter market are stated at fair value
which is established based on quotes from third-party market makers in those markets.Securities for which no market prices are available will be valued by the General Partner in
reliance upon one or more quotes received from a securities broker-dealer that has been
granted the designation of primary dealer by the Federal Reserve Bank of New York.Unrealized gains or losses are credited or charged directly to income.Credit default swap (CDS) contracts are marked to market to reflect fair value, which
approximates the amounts that would be received from, or paid to, a third party in
settlement of the contracts as if those contracts were to settle on December 31, 2007. CDS
contracts are valued at fair value, determined by the Investment Manager using pricing
models that utilize third-party quoted inputs. Unrealized gains on CDS contracts are
included net unrealized gain on swap contracts on the statement of income and special
allocation.
 3.
    
    Income TaxesIncome of the Partnership is allocated to the individual partners for inclusion in their
respective tax returns. Accordingly, no provision is made for Federal, state or local income
taxes in the accompanying financial statements, nor are any income taxes payable by the
Partnership.
 4.
    
    Use of EstimatesThe preparation of financial statements in conformity with accounting principles generally
accepted in the United States of America requires management to make estimates and
assumptions in determining the reported amounts of assets and liabilities and disclosure of
contingent assets and
 -10-




---



##### Table of Contents



NOTES TO FINANCIAL STATEMENTS
  NOTE B  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
 4.
    
    Use of Estimates (continued)liabilities at the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those estimates.
 NOTE C  MANAGEMENT FEE
  NOTE D  SPECIAL ALLOCATION
   -11-




---



##### Table of Contents



NOTES TO FINANCIAL STATEMENTS
  NOTE E  RELATED PARTY TRANSACTIONS
  NOTE F  OTHER FEE INCOME
   NOTE G  INVESTMENT IN INVESTMENT ENTITY
  -12-




---



##### Table of Contents



NOTES TO FINANCIAL STATEMENTS
  NOTE H  RECEIVABLE FROM BROKERS
    NOTE I  OTHER RECEIVABLES
  NOTE J  FINANCIAL INSTRUMENTS WITH OFF-BALANCE-SHEET AND CREDIT RISK
  -13-




---



##### Table of Contents



NOTES TO FINANCIAL STATEMENTS
  NOTE J  FINANCIAL INSTRUMENTS WITH OFF-BALANCE-SHEET AND CREDIT
RISK (continued)
   NOTE K  FINANCIAL HIGHLIGHTS
  Total return (1)Total return before special allocation
    
    
    31.30
    %Special allocation
    
    
    (2.71
    )Total return after special allocation
    
    
    28.59
    %Ratio to average net assets (2)Net investment income
    
    
    30.72
    %Net realized and unrealized loss on investments
    
    
    (5.73
    )Expenses and special allocationExpenses
    
    
    (1.47
    )%Special allocation
    
    
    (1.97
    )Total expenses and special allocation
    
    
    (3.44
    )%
 
 (1)
    
    Total return represents the change in value of an investment by comparing the aggregate
beginning
and ending values of the limited partners capital taken as a whole, adjusted for cash
flows related
to capital contributions or withdrawals during the period. An individual investors return
may vary
from this return based on the timing of capital transactions.(2)
    
    Average net assets were derived from the beginning and ending limited partners capital
balance for
the period, and annualized, as well as adjusted for cash flows related to the capital
contributions
and withdrawals during the period. For the year ended December 31, 2007, the average net
assets
amounted to $37,146,466. -14-