----------------------------- OMB APPROVAL ----------------------------- OMB Number: 3235-0006 Expires: August 31, 2012 Estimated average burden hours per response:............23.5 ----------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 13F FORM 13F COVER PAGE Report for the Calendar Year or Quarter Ended: September 30, 2011 Check here if Amendment [X]; Amendment Number: 1 -------------------- This Amendment (Check only one.): [_] is a restatement. [X] adds new holdings entries. Institutional Investment Manager Filing this Report: Name: The Blackstone Group L.P. Address: 345 Park Avenue New York, NY 10154 Form 13F File Number: 28-13114 The institutional investment manager filing this report and the person by whom it is signed hereby represent that the person signing the report is authorized to submit it, that all information contained herein is true, correct and complete, and that it is understood that all required items, statements, schedules, lists, and tables, are considered integral parts of this form. Person Signing this Report on Behalf of Reporting Manager: Name: John G. Finley Title: Authorized Person Phone: (212) 583-5000 Signature, Place, and Date of Signing: /s/ John G. Finley New York, NY November 29, 2011 ---------------------------- ------------------ --------------------- [Signature] [City, State] [Date] Report Type (Check only one): [X] 13F HOLDINGS REPORT. (Check here if all holdings of this reporting manager are reported in this report.) [_] 13F NOTICE. (Check here if no holdings reported are in this report, and all holdings are reported by other reporting manager(s).) [_] 13F COMBINATION REPORT. (Check here if a portion of the holdings for this reporting manager are reported in this report and a portion are reported by other reporting manager(s).) FORM 13F SUMMARY PAGE Report Summary: Number of Other Included Managers: 1 Form 13F Information Table Entry Total: 1 Form 13F Information Table Value Total: $ 20,440 ----------- (thousands) List of Other Included Managers: Provide a numbered list of the name(s) and Form 13F file number(s) of all institutional investment managers with respect to which this report is filed, other than the manager filing this report. Number Form 13F File Number Name ------ -------------------- ---- 1 28-12332 GSO Capital Partners LP Explanatory Notes: (1) The Blackstone Group L.P. is managed and operated by its general partner, Blackstone Group Management L.L.C., which is in turn wholly-owned by Blackstone's senior managing directors and controlled by Mr. Stephen A. Schwarzman, one of its founders. FORM 13F INFORMATION TABLE THE BLACKSTONE GROUP L.P. FOR THE QUARTER ENDED SEPTEMBER 30, 2011 VOTING AUTHORITY VALUE SHRS OR SH/ PUT/ INV. OTHER --------------------------- NAME OF ISSUER TITLE OF CLASS CUSIP (1000S) PRN AMT PRN CALL DISCRETION MANAGERS SOLE SHARED NONE -------------------- --------------- ----------- ---------- ------------ --- ---- ---------- -------- ---------- ----------- ---- SARATOGA RES INC TEX COM 803521103 $ 20,440 4,000,000 SH SOLE 1 4,000,000