AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT

Exhibit 10.12

AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT

THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this "Amendment") by and between Employers Insurance Company of Nevada, a Nevada corporation ("EICN"), EIG Mutual Holding Company (the "Company"), and Ann W. Nelson (the "Employee"), is made as of January 1, 2007.

WHEREAS, EICN and the Employee are parties to that certain Employment Agreement dated as of January 1, 2006 (the "Agreement");

WHEREAS, EICN desires to assign its rights, duties, and obligations under the Agreement to the Company;

WHEREAS, EICN, the Company and the Employee wish to amend and clarify the Agreement as set forth below;

NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows:

1.

Pursuant to Section 13 of the Agreement, EICN hereby assign its rights, duties, and obligations under the Agreement to the Company and the Company and the Employee consent to such assignment.  All references to "Employers Insurance Company of Nevada" and/or "the Company" shall be deemed to refer to the Company where appropriate.

2.

Section 6(a)(ii) of the Agreement is hereby deleted and replaced in its entirety to read as follows:

"Short term bonus amounts payable at targeted levels of performance under the Executive Bonus Plan and any other bonus plans of which the Employee has been a participant, pro-rated for the period of the calendar year in which the Employee last performed services for the Company and otherwise in accordance with such bonus plans in effect on the date of termination and payable within thirty (30) days of the effective date of the termination;"

3.

Section 6(a)(iii) of the Agreement is hereby deleted and replaced in its entirety to read as follows:

"Long term bonus amounts (payable at targeted levels of performance, if applicable) under the Executive Bonus Plan and any other bonus plans of which the Employee has been a participant, pro-rated for the period of the calendar year in which the Employee last performed services for the Company and otherwise in accordance with such bonus plans in effect on the date of termination and payable within thirty (30) days of the effective date of the termination;"