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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549ANNUAL STATEMENT OF CHANGES IN 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 2270 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | |||||||||
| Blackstone Holdings Partnership units (1) | Â | 03/03/2010 | Â | G(2) | Â | 566,298 | Â (1) | Â (1) | Common units representing limited partnership units | $ 0 | 189,106,560 | Â | ||
| Blackstone Holdings Partnership units (1) | Â | 05/28/2010 | Â | G(3) | Â | 566,298 | Â (1) | Â (1) | Common units representing limited partnership units | $ 0 | 188,540,262 | Â | ||
| Blackstone Holdings Partnership units (1) | Â | Â | Â | Â | Â | Â | Â (1) | Â (1) | Common units representing limited partnership units | Â | 8,533,332 | See footnote #4. (4) | ||
| Blackstone Holdings Partnership units (1) | Â | Â | Â | Â | Â | Â | Â (1) | Â (1) | Common units representing limited partnership units | Â | 31,310,110 | See footnote #5. (5) | ||
| Blackstone Holdings Partnership units (1) | Â | Â | Â | Â | Â | Â | Â (1) | Â (1) | Common units representing limited partnership units | Â | 1,666,666 | See footnote #6. (6) | ||
| Blackstone Holdings Partnership units (1) | Â | Â | Â | Â | Â | Â | Â (1) | Â (1) | Common units representing limited partnership units | Â | 1,874,445 | See footnote #7. (7) | ||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| SCHWARZMAN STEPHEN A C/O THE BLACKSTONE GROUP 345 PARK AVENUE, FLOOR 44 NEW YORK, NY 10154 |
 X |  X |  Chairman and CEO |  |
| /s/ Robert L. Friedman as Attorney-In-Fact | 02/11/2011 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(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) | A "Blackstone Holdings partnership" unit collectively refers to one limited partner interest in each of Blackstone Holdings I L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P. and Blackstone Holdings IV L.P. Subject to the minimum retained ownership requirements and transfer restrictions set forth in the partnership agreements of the Blackstone partnerships, the Reporting Person has the right, exercisable from time to time, to exchange each Blackstone Holdings partnership unit for one common unit of The Blackstone Group L.P. The Blackstone Holdings partnership units have no expiration date and may not be exchanged at any time prior to December 31, 2011 other than pursuant to transactions or programs approved by Blackstone. |
| (2) | The Reporting Person donated 566,298 Blackstone Holdings partnership units to a charitable foundation. |
| (3) | The Reporting Person donated 566,298 Blackstone Holdings partnership units to a charitable foundation. |
| (4) | Such Blackstone Holdings partnership units are held in a number of Grantor Retained Annuity Trusts, for which the Reporting Person or certain family members serve as investment trustee. |
| (5) | Such Blackstone Holdings partnership units are held in a limited liability company in which the Reporting Person is a member. The number of Blackstone Holdings partnership units beneficially owned reflects the distribution to the other members of the limited liabilty company of their proportionate interests in Blackstone Holdings partnership units originally held by the limited liability company. |
| (6) | Such Blackstone Holdings partnership units are held in a number of trusts, for which the beneficiaries are various descendants of the Reporting Person, and for which the Reporting Person is the investment trustee. |
| (7) | Such Blackstone Holdings partnership units are held in two corporations in which the Reporting Person is a controlling shareholder. |
|  Remarks: Pursuant to Rule 16a-1(a)(4) of the U.S. Securities Exchange Act of 1934, as amended, the Reporting Person herein states that this filing shall not be deemed in admissions that he or it is the beneficial owner of any of these interests, and disclaims ownership of such interests, except to the extent of his pecuniary interests. | |