Edgar Filing: HealthMarkets, Inc.

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â BLACKSTONE CAPITAL PARTNERS IV LP

2. Date of Event Requiring Statement (Month/Day/Year)
04/05/2006

3. Issuer Name and Ticker or Trading Symbol
HealthMarkets, Inc. [UCI]

(Last)

(First)

(Middle)

C/O BLACKSTONE GROUP,Â 345 PARK AVENUE

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

NEW YORK,Â NYÂ 10154

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A-1 common stock, par value $0.01 per share	15,499,354.7	I	See ⁽¹⁾ ⁽²⁾ ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾
Class A-1 common stock, par value $0.01 per share	245,239.9	I	See ⁽¹⁾ ⁽²⁾ ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾
Class A-1 common stock, par value $0.01 per share	694,658.1	I	See ⁽¹⁾ ⁽²⁾ ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾
Class A-1 common stock, par value $0.01 per share	47,233.8	I	See ⁽¹⁾ ⁽²⁾ ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
BLACKSTONE CAPITAL PARTNERS IV LP C/O BLACKSTONE GROUP 345 PARK AVENUE NEW YORK,Â NYÂ 10154	Â	Â X	Â	Â
BLACKSTONE MANAGEMENT ASSOCIATES IV LLC C/O THE BLACKSTONE GROUP 345 PARK AVE NEW YORK,Â NYÂ 10154	Â	Â X	Â	Â
BLACKSTONE FAMILY INVESTMENT PARTNERSHIP IV-A LP C/O THE BLACKSTONE GROUP 345 PARK AVE NEW YORK,Â NYÂ 10154	Â	Â X	Â	Â
BLACKSTONE CAPITAL PARTNERS IV-A LP C/O THE BLACKSTONE GROUP 345 PARK AVE NEW YORK,Â NYÂ 10154	Â	Â X	Â	Â
Blackstone Participation Partnership IV L.P. C/O THE BLACKSTONE GROUP 345 PARK AVENUE, 31ST FLOOR NEW YORK,Â NYÂ 10154	Â	Â X	Â	Â
PETERSON PETER G C/O THE BLACKSTONE GROUP 345 PARK AVE NEW YORK,Â NYÂ 10154	Â	Â X	Â	Â
SCHWARZMAN STEPHEN A C/O THE BLACKSTONE GROUP 345 PARK AVE NEW YORK,Â NYÂ 10154	Â	Â X	Â	Â

Signatures

See signatures of Reporting Persons attached as Exhibit 99.1		04/17/2006
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Blackstone Capital Partners IV L.P. ("BCP IV"), Blackstone Capital Partners IV-A L.P. ("BCP IV-A"), Blackstone Family Investment Partnership IV-A L.P. ("BFIP"), and Blackstone Participation Partnership IV L.P. ("BPP" and, collectively with BCP IV, BCP IV-A, and BFIP, the "investment funds") respectively own 15,499,354.6865 shares, 245,239.9100 shares, 694,658.1100 shares, and 47,233.7800 shares of the class A-1 common stock reported as beneficially owned in the above table.
(2)	Blackstone Management Associates IV L.P. ("BMA") is the general partner of each of the investment funds. BMA may be deemed to be the beneficial owner of the shares of class A-1 common stock held by the investment funds.
(3)	Messrs. Peter G. Peterson and Stephen A. Schwarzman are directors and controlling persons of BMA and, as such, may be deemed to share beneficial ownership of the shares of common stock held by the investment funds.
(4)	Information with respect to each of the Reporting Persons is given solely by such Reporting Persons, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
(5)	Pursuant to Rule 16a-1(a)(4) of the Securities Exchange Act of 1934, as amended, each of the Reporting Persons, other than the investment funds, herein states that this filing shall not be deemed an admission that he or it is the beneficial owner of any of the shares of common stock covered by this Statement. Each of BMA, Mr. Peterson and Mr. Schwarzman disclaims beneficial ownership of the common stock, except to the extent of its or his pecuniary interest in such shares of common stock.

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