UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

(Amendment No. 1)

Under the Securities Exchange Act of 1934*

Orion Marine Group, Inc.
(Name of Issuer)

Common Stock, par value $0.01 per share
(Title of Class of Securities)

68628V308
(CUSIP Number)

December 31, 2008
(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 on 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 (the "Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). 

----------------------------- --------------------
CUSIP No. 68628V308 13G Page 2 of 6 Pages
----------------------------- --------------------

---------- ---------------------------------------------------------------------
1 NAME OF REPORTING PERSON


 Third Point LLC
---------- ---------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
 (a) [ ]
 (b) [X]
---------- ---------------------------------------------------------------------
3 SEC USE ONLY
---------- ---------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION

 Delaware
-------------------- ------ ----------------------------------------------------
 5 SOLE VOTING POWER

 0
 ------ ----------------------------------------------------
 NUMBER OF 6 SHARED VOTING POWER
 SHARES
 BENEFICIALLY 0
 OWNED BY
 EACH ------ ----------------------------------------------------
 REPORTING 7 SOLE DISPOSITIVE POWER
 PERSON
 WITH 0
 ------ ----------------------------------------------------
 8 SHARED DISPOSITIVE POWER

 0
---------- ---------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 0
---------- ---------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 N/A
---------- ---------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 0%
---------- ---------------------------------------------------------------------
12 TYPE OF REPORTING PERSON

 OO
---------- ---------------------------------------------------------------------


----------------------------- --------------------
CUSIP No. 68628V308 13G Page 3 of 6 Pages
----------------------------- --------------------

---------- ---------------------------------------------------------------------
1 NAME OF REPORTING PERSON


 Daniel S. Loeb
---------- ---------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
 (a) [ ]
 (b) [X]
---------- ---------------------------------------------------------------------
3 SEC USE ONLY
---------- ---------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION

 United States
-------------------- ------ ----------------------------------------------------
 5 SOLE VOTING POWER

 0
 ------ ----------------------------------------------------
 NUMBER OF 6 SHARED VOTING POWER
 SHARES
 BENEFICIALLY 0
 OWNED BY
 EACH ------ ----------------------------------------------------
 REPORTING 7 SOLE DISPOSITIVE POWER
 PERSON
 WITH 0
 ------ ----------------------------------------------------
 8 SHARED DISPOSITIVE POWER

 0
---------- ---------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 0
---------- ---------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 N/A
---------- ---------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 0%
---------- ---------------------------------------------------------------------
12 TYPE OF REPORTING PERSON

 IN
---------- ---------------------------------------------------------------------

This Amendment No. 1 to Schedule 13G (this "Amendment No. 1") is being filed with respect to the Common Stock of Orion Marine Group, Inc., a corporation organized under the laws of the State of Delaware (the "Company"), to amend the Schedule 13G filed on March 6, 2008 (the "Schedule 13G"). Capitalized terms used herein and not otherwise defined have the meanings ascribed thereto in the Schedule 13G.

Item 4: Ownership:

Item 4 is hereby amended and restated as follows:

The beneficial ownership of Common Stock by the Reporting Persons, as of December 31, 2008, is as follows:

A. Third Point LLC


(a) Amount beneficially owned: -0-
(b) Percent of class: 0%. The percentages used herein and in the rest of this Schedule 13G are based upon 21,553,678 shares of Common Stock issued and outstanding as of November 1, 2008, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2008.
(c) Number of shares as to which such person has:
(i) Sole power to vote or direct the vote: -0-
(ii) Shared power to vote or direct the vote: -0-
(iii) Sole power to dispose or direct the disposition: -0-
(iv) Shared power to dispose or direct the disposition: -0-

B. Daniel S. Loeb


(a) Amount beneficially owned: -0-
(b) Percent of class: 0%
(c) Number of shares as to which such person has:
(i) Sole power to vote or direct the vote: -0-
(ii) Shared power to vote or direct the vote: -0-
(iii) Sole power to dispose or direct the disposition: -0-
(iv) Shared power to dispose or direct the disposition: -0-

Item 5: 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: [X]

Item 10: Certification:

Each of the Reporting Persons hereby makes the following certification:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

[Signatures on following page]

-4-

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: February 10, 2009

THIRD POINT LLC

By: Daniel S. Loeb, Chief Executive Officer 

By: /s/ William Song
 ------------------------------------------
 Name: William Song
 Title: Attorney-in-Fact

DANIEL S. LOEB 

By: /s/ William Song
 ------------------------------------------
 Name: William Song
 Title: Attorney-in-Fact

[SIGNATURE PAGE TO AMENDMENT NO. 1 TO SCHEDULE 13G WITH RESPECT TO
ORION MARINE GROUP, INC.]

EXHIBIT INDEX

Exhibit 99.3: Power of Attorney granted by Daniel S. Loeb in favor of James P.
Gallagher, William Song, Joshua L. Targoff and Bruce Wilson, dated January 5, 2009, was previously filed with the SEC on January 5, 2009 as an exhibit to Amendment No. 3 to Schedule 13G filed by Third Point LLC, Third Point Offshore Fund, Ltd., Third Point Offshore Master Fund, L.P., Third Point Advisors II L.L.C. and Daniel S. Loeb with respect to Energy XXI (Bermuda) Limited and is incorporated herein by reference.

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