SC 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.     )*

Team Health Holdings, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

87817A07

(CUSIP Number)

December 31, 2009

(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 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 (“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. 87817A107     13G     Page 2 of 19 Pages  

1.	Name of Reporting Persons: Ensemble Parent 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
NUMBER OF SHARES BENEFICIALLY     OWNED BY EACH REPORTING PERSON WITH		5.	Sole Voting Power: 44,286,562
		6.	Shared Voting Power: 0
		7.	Sole Dispositive Power: 44,286,562
		8.	Shared Dispositive Power: 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person: 44,286,562
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
11.	Percent of Class Represented by Amount in Row (9): 68.8%
12.	Type of Reporting Person (See Instructions): OO

  CUSIP No. 87817A107     13G     Page 3 of 19 Pages  

1.	Name of Reporting Persons: Blackstone Capital Partners IV L.P.
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
NUMBER OF SHARES BENEFICIALLY     OWNED BY EACH REPORTING PERSON WITH		5.	Sole Voting Power: 44,286,562
		6.	Shared Voting Power: 0
		7.	Sole Dispositive Power: 44,286,562
		8.	Shared Dispositive Power: 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person: 44,286,562
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
11.	Percent of Class Represented by Amount in Row (9): 68.8%
12.	Type of Reporting Person (See Instructions): PN

  CUSIP No. 87817A107     13G     Page 4 of 19 Pages  

1.	Name of Reporting Persons: Blackstone Management Associates IV L.L.C.
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
NUMBER OF SHARES BENEFICIALLY     OWNED BY EACH REPORTING PERSON WITH		5.	Sole Voting Power: 44,286,562
		6.	Shared Voting Power: 0
		7.	Sole Dispositive Power: 44,286,562
		8.	Shared Dispositive Power: 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person: 44,286,562
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
11.	Percent of Class Represented by Amount in Row (9): 68.8%
12.	Type of Reporting Person (See Instructions): OO

  CUSIP No. 87817A107     13G     Page 5 of 19 Pages  

1.	Name of Reporting Persons: Blackstone Holdings III L.P.
2.	Check the Appropriate Box if a Member of a Group (a)  ¨        (b)  x
3.	SEC Use Only
4.	Citizenship or Place of Organization: Quebec, Canada
NUMBER OF SHARES BENEFICIALLY     OWNED BY EACH REPORTING PERSON WITH		5.	Sole Voting Power: 44,286,562
		6.	Shared Voting Power: 0
		7.	Sole Dispositive Power: 44,286,562
		8.	Shared Dispositive Power: 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person: 44,286,562
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
11.	Percent of Class Represented by Amount in Row (9): 68.8%
12.	Type of Reporting Person (See Instructions): PN

  CUSIP No. 87817A107     13G     Page 6 of 19 Pages  

1.	Name of Reporting Persons: Blackstone Holdings III GP L.P.
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
NUMBER OF SHARES BENEFICIALLY     OWNED BY EACH REPORTING PERSON WITH		5.	Sole Voting Power: 44,286,562
		6.	Shared Voting Power: 0
		7.	Sole Dispositive Power: 44,286,562
		8.	Shared Dispositive Power: 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person: 44,286,562
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
11.	Percent of Class Represented by Amount in Row (9): 68.8%
12.	Type of Reporting Person (See Instructions): PN

  CUSIP No. 87817A107     13G     Page 7 of 19 Pages  

1.	Name of Reporting Persons: Blackstone Holdings III GP Management L.L.C.
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
NUMBER OF SHARES BENEFICIALLY     OWNED BY EACH REPORTING PERSON WITH		5.	Sole Voting Power: 44,286,562
		6.	Shared Voting Power: 0
		7.	Sole Dispositive Power: 44,286,562
		8.	Shared Dispositive Power: 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person: 44,286,562
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
11.	Percent of Class Represented by Amount in Row (9): 68.8%
12.	Type of Reporting Person (See Instructions): OO

  CUSIP No. 87817A107     13G     Page 8 of 19 Pages  

1.	Name of Reporting Persons: The Blackstone Group L.P.
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
NUMBER OF SHARES BENEFICIALLY     OWNED BY EACH REPORTING PERSON WITH		5.	Sole Voting Power: 44,286,562
		6.	Shared Voting Power: 0
		7.	Sole Dispositive Power: 44,286,562
		8.	Shared Dispositive Power: 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person: 44,286,562
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
11.	Percent of Class Represented by Amount in Row (9): 68.8%
12.	Type of Reporting Person (See Instructions): PN

  CUSIP No. 87817A107     13G     Page 9 of 19 Pages  

1.	Name of Reporting Persons: Blackstone Group Management L.L.C.
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
NUMBER OF SHARES BENEFICIALLY     OWNED BY EACH REPORTING PERSON WITH		5.	Sole Voting Power: 44,286,562
		6.	Shared Voting Power: 0
		7.	Sole Dispositive Power: 44,286,562
		8.	Shared Dispositive Power: 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person: 44,286,562
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
11.	Percent of Class Represented by Amount in Row (9): 68.8%
12.	Type of Reporting Person (See Instructions): OO

  CUSIP No. 87817A107     13G     Page 10 of 19 Pages  

1.	Name of Reporting Persons: Steven A. Schwarzman
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
NUMBER OF SHARES BENEFICIALLY     OWNED BY EACH REPORTING PERSON WITH		5.	Sole Voting Power: 44,286,562
		6.	Shared Voting Power: 0
		7.	Sole Dispositive Power: 44,286,562
		8.	Shared Dispositive Power: 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person: 44,286,562
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
11.	Percent of Class Represented by Amount in Row (9): 68.8%
12.	Type of Reporting Person (See Instructions): IN

Item 1.	(a).   Name of Issuer          Team Health Holdings, Inc. (the “Company”) (b).  Address of Issuer’s Principal Executive Offices:          1900 Winston Road, Knoxville, Tennessee 37919
Item 2(a). Item 2(b). Item 2(c).	Name of Person Filing Address of Principal Business Office Citizenship
	(i) Ensemble Parent LLC c/o The Blackstone Group 345 Park Avenue New York, NY 10154 Citizenship: State of Delaware (ii) Blackstone Capital Partners IV L.P. c/o The Blackstone Group 345 Park Avenue New York, NY 10154 Citizenship: State of Delaware (iii) Blackstone Management Associates IV L.L.C. c/o The Blackstone Group 345 Park Avenue New York, NY 10154 Citizenship: State of Delaware (iv) Blackstone Holdings III L.P. c/o The Blackstone Group 345 Park Avenue New York, NY 10154 Citizenship: Quebec, Canada (v) Blackstone Holdings III GP L.P. c/o The Blackstone Group 345 Park Avenue New York, NY 10154 Citizenship: State of Delaware (vi) Blackstone Holdings III GP Management L.L.C. c/o The Blackstone Group 345 Park Avenue New York, NY 10154 Citizenship: State of Delaware (vii) The Blackstone Group L.P. c/o The Blackstone Group 345 Park Avenue New York, NY 10154 Citizenship: State of Delaware

(viii) Blackstone Group Management L.L.C.

c/o The Blackstone Group

345 Park Avenue

New York, NY 10154

Citizenship: State of Delaware

(ix) Steven A. Schwarzman

c/o The Blackstone Group

345 Park Avenue

New York, NY 10154

Citizenship: United States

The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons.”

Ensemble Parent LLC directly holds 44,286,562 shares of Common Stock (as defined below). The membership interests in Ensemble Parent LLC are held by Blackstone Capital Partners IV L.P., Blackstone Capital Partners IV-A L.P., Blackstone Family Investment Partnership IV-A L.P., and Blackstone Participation Partnership IV, L.P., with the majority of the membership interests held by Blackstone Capital Partners IV L.P. The general partner of Blackstone Capital Partners IV L.P. is Blackstone Management Associates IV L.L.C. The majority of the membership interests in Blackstone Management Associates IV L.L.C. are held by Blackstone Holdings III L.P. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is controlled by Mr. Schwarzman, one of its founders.

Item 2(d). Title of Class of Securities:

Common Stock, par value $0.01 (the “Common Stock”)

Item 2(e).  CUSIP Number: 87817A107

Item 3.       If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

Not Applicable

Item 4.       Ownership.

(a)    Amount beneficially owned:

         As of December 31, 2009, each of the Reporting Persons may be deemed to be the beneficial owner of the 44,286,562 shares of Common Stock held by Ensemble Parent LLC.

(b)    Percent of class:

Amendment No. 4 to the Company’s registration statement on Form S-1, filed on December 14, 2009, indicated that there were 64,396,000 outstanding shares of Common Stock. Based on this number of outstanding shares of Common Stock, each of the Reporting Persons may be deemed to be the beneficial owner of approximately 68.8% of the total number of outstanding shares of Common Stock.

(c)    Number of Shares as to which the Reporting Person has:

Ensemble Parent LLC

(i)     Sole power to vote or to direct the vote:

         44,286,562

(ii)    Shared power to vote or to direct the vote:

         0

(iii)  Sole power to dispose or to direct the disposition of:

         44,286,562

(iv)   Shared power to dispose or to direct the disposition of:

         0

Blackstone Capital Partners IV L.P.

(i)     Sole power to vote or to direct the vote:

         44,286,562

(ii)    Shared power to vote or to direct the vote:

         0

(iii)  Sole power to dispose or to direct the disposition of:

         44,286,562

(iv)   Shared power to dispose or to direct the disposition of:

         0

Blackstone Management Associates IV L.L.C.

(i)     Sole power to vote or to direct the vote:

         44,286,562

(ii)    Shared power to vote or to direct the vote:

         0

(iii)  Sole power to dispose or to direct the disposition of:

         44,286,562

(iv)   Shared power to dispose or to direct the disposition of:

         0

Blackstone Holdings III L.P.

(i)     Sole power to vote or to direct the vote:

         44,286,562

(ii)    Shared power to vote or to direct the vote:

         0

(iii)  Sole power to dispose or to direct the disposition of:

         44,286,562

(iv)   Shared power to dispose or to direct the disposition of:

         0

Blackstone Holdings III GP L.P.

(i)     Sole power to vote or to direct the vote:

         44,286,562

(ii)    Shared power to vote or to direct the vote:

         0

(iii)  Sole power to dispose or to direct the disposition of:

         44,286,562

(v)    Shared power to dispose or to direct the disposition of:

         0

Blackstone Holdings III GP Management L.L.C.

(i)     Sole power to vote or to direct the vote:

         44,286,562

(ii)    Shared power to vote or to direct the vote:

         0

(iii)  Sole power to dispose or to direct the disposition of:

         44,286,562

(iv)   Shared power to dispose or to direct the disposition of:

         0

The Blackstone Group L.P.

(i)     Sole power to vote or to direct the vote:

         44,286,562

(ii)    Shared power to vote or to direct the vote:

         0

(iii)  Sole power to dispose or to direct the disposition of:

         44,286,562

(iv)   Shared power to dispose or to direct the disposition of:

         0

Blackstone Group Management L.L.C.

(i)     Sole power to vote or to direct the vote:

         44,286,562

(ii)    Shared power to vote or to direct the vote:

         0

(iii)  Sole power to dispose or to direct the disposition of:

         44,286,562

(iv)   Shared power to dispose or to direct the disposition of:

         0

Steven A. Schwarzman

(i)     Sole power to vote or to direct the vote:

         44,286,562

(ii)    Shared power to vote or to direct the vote:

         0

(iii)  Sole power to dispose or to direct the disposition of:

         44,286,562

(iv)   Shared power to dispose or to direct the disposition of:

         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:  ¨
Item 6.	Ownership of More than Five Percent on Behalf of Another Person. Not Applicable.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Not Applicable.
Item 8.	Identification and Classification of Members of the Group. Not Applicable.
Item 9.	Notice of Dissolution of Group. Not Applicable.
Item 10.	Certification. Not Applicable.

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 16, 2010

ENSEMBLE PARENT LLC
By:	/S/    NEIL SIMPKINS
Name:	Neil Simpkins
Title:	Manager
BLACKSTONE CAPITAL PARTNERS IV L.P.
By: Blackstone Management Associates IV L.L.C., its General Partner
By:	/S/    ROBERT L. FRIEDMAN
Name:	Robert L. Friedman
Title:	Authorized Person
BLACKSTONE MANAGEMENT ASSOCIATES IV L.L.C.
By:	/S/    ROBERT L. FRIEDMAN
Name:	Robert L. Friedman
Title:	Authorized Person
BLACKSTONE HOLDINGS III L.P.
By:	/S/    ROBERT L. FRIEDMAN
Name:	Robert L. Friedman
Title:	Authorized Person
BLACKSTONE HOLDINGS III GP L.P.
By:	/S/    ROBERT L. FRIEDMAN
Name:	Robert L. Friedman
Title:	Authorized Person
BLACKSTONE HOLDINGS III GP MANAGEMENT L.L.C.
By:	/S/    ROBERT L. FRIEDMAN
Name:	Robert L. Friedman
Title:	Authorized Person
THE BLACKSTONE GROUP L.P.
By:	/S/    ROBERT L. FRIEDMAN
Name:	Robert L. Friedman
Title:	Authorized Person

BLACKSTONE GROUP MANAGEMENT L.L.C.
By:	/S/    ROBERT L. FRIEDMAN
Name:	Robert L. Friedman
Title:	Authorized Person

STEPHEN A. SCHWARZMAN

/S/    STEPHEN A. SCHWARZMAN        

EXHIBIT LIST

Exhibit A Joint Filing Agreement, dated as of February 16, 2010, by and among Ensemble Parent LLC; Blackstone Capital Partners IV L.P.; Blackstone Management Associates IV L.L.C.; Blackstone Holdings III L.P.; Blackstone Holdings III GP L.P.; Blackstone Holdings III GP Management L.L.C.; Blackstone Group L.P.; Blackstone Group Management L.L.C.; and Steven A. Schwarzman

EX-99.(A)

EXHIBIT A

JOINT FILING AGREEMENT

This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the shares of Common Stock, par value $0.01, of Team Health Holdings, Inc., is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

DATED: February 16, 2010

ENSEMBLE PARENT LLC
By:	/s/ Neil Simpkins
Name:	Neil Simpkins
Title:	Manager
BLACKSTONE CAPITAL PARTNERS IV L.P.
By: Blackstone Management Associates IV L.L.C., its General Partner
By:	/s/ Robert L. Friedman
Name:	Robert L. Friedman
Title:	Authorized Person
BLACKSTONE MANAGEMENT ASSOCIATES IV L.L.C.
By:	/s/ Robert L. Friedman
Name:	Robert L. Friedman
Title:	Authorized Person
BLACKSTONE HOLDINGS III L.P.
By:	/s/ Robert L. Friedman
Name:	Robert L. Friedman
Title:	Authorized Person
BLACKSTONE HOLDINGS III GP L.P.
By:	/s/ Robert L. Friedman
Name:	Robert L. Friedman
Title:	Authorized Person
BLACKSTONE HOLDINGS III GP MANAGEMENT L.L.C.
By:	/s/ Robert L. Friedman
Name:	Robert L. Friedman
Title:	Authorized Person

THE BLACKSTONE GROUP L.P.
By:	/s/ Robert L. Friedman
Name:	Robert L. Friedman
Title:	Authorized Person
BLACKSTONE GROUP MANAGEMENT L.L.C.
By:	/s/ Robert L. Friedman
Name:	Robert L. Friedman
Title:	Authorized Person

STEPHEN A. SCHWARZMAN

/s/ Stephen A. Schwarzman