SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Oaktree Capital Group Holdings GP, LLC (Last) (First) (Middle) 333 SOUTH GRAND AVENUE 28TH FLOOR (Street) LOS ANGELES CA 90071 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol NewPage Holdings Inc. [ NONE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 10/28/2013
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/28/2013		P		250,000	A	$91	1,367,192	I	See Footnotes(1)(2)(3)(4)(5)(6)(7)(8)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Oaktree Capital Group Holdings GP, LLC (Last) (First) (Middle) 333 SOUTH GRAND AVENUE 28TH FLOOR (Street) LOS ANGELES CA 90071 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Oaktree Fund GP, LLC (Last) (First) (Middle) 333 SOUTH GRAND AVENUE 28TH FLOOR (Street) LOS ANGELES CA 90071 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* OAKTREE FUND GP I, L.P. (Last) (First) (Middle) 333 SOUTH GRAND AVENUE 28TH FLOOR (Street) LOS ANGELES CA 90071 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Oaktree Capital I, L.P. (Last) (First) (Middle) 333 SOUTH GRAND AVENUE 28TH FLOOR (Street) LOS ANGELES CA 90071 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* OCM HOLDINGS I, LLC (Last) (First) (Middle) 333 SOUTH GRAND AVENUE 28TH FLOOR (Street) LOS ANGELES CA 90071 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* OAKTREE HOLDINGS, LLC (Last) (First) (Middle) 333 SOUTH GRAND AVENUE 28TH FLOOR (Street) LOS ANGELES CA 90071 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Oaktree Capital Group, LLC (Last) (First) (Middle) 333 SOUTH GRAND AVENUE 28TH FLOOR (Street) LOS ANGELES CA 90071 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The amount reported includes an aggregate of 1,367,192 shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") of which (i) OCM Opportunities Fund VIIb Delaware, L.P. ("Fund VIIb") is the direct owner of 393,007 shares of Common Stock, (ii) Oaktree Opportunities Fund VIII Delaware, L.P. ("Opps VIII") is the direct owner of 476,310 shares of Common Stock, (iii) Oaktree Opportunities Fund IX Delaware, L.P. ("Opps IX") is the direct owner of 247,725 shares of Common Stock, (iv) Oaktree Opportunities Fund VIII (Parallel 2), L.P. ("Parallel 2") is the direct owner of 18,129 shares of Common Stock, (v) Oaktree Huntington Investment Fund, L.P. ("HIF") is the direct owner of 123,498 shares of Common Stock, (cont'd in FN 2)

2. (cont'd from FN 1) (vi) Oaktree Value Opportunities Fund Holdings, L.P. ("VOF,") is the direct owner of 106,248 shares of Common Stock and (vii) Oaktree Opportunities Fund IX (Parallel 2), L.P. ("Opps IX Parallel", together with Fund VIIb, Opps VIII, Opps IX, Parallel 2, HIF and VOF, the "Shareholders" ) is the direct owner of 2,275 shares of Common Stock.

3. Oaktree Fund GP, LLC ("Fund GP") is the general partner of each of Fund VIIb, Opps VIII and Opps IX.

4. Oaktree Opportunities Fund VIII GP, L.P. ("Opps VIII GP") is the general partner of Parallel 2, Oaktree Huntington Investment Fund GP, L.P. ("HIF GP") is the general partner of HIF, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP") is the general partner of VOF and Oaktree Opportunities Fund IX GP, L.P. ("Opps IX GP") is the general partner of Opps IX Parallel. Oaktree Opportunities Fund VIII GP Ltd. ("Opps VIII Ltd") is the general partner of Opps VIII GP, Oaktree Huntington Investment Fund GP Ltd. ("HIF Ltd.") is the general partner of HIF GP, Oaktree Value Opportunities Fund GP Ltd. ("VOF Ltd.") is the general partner of VOF GP, Oaktree Opportunities Fund IX GP Ltd. ("Opps IX Ltd.") is the general partner of Opps IX GP and Oaktree Capital Management, L.P. ("Management") is the sole director of each of HIF Ltd., Opps VIII Ltd., VOF Ltd. and Opps IX Ltd. Oaktree Holdings, Inc. ("Holdings Inc.") is the general partner of Management.

5. Oaktree Fund GP I, L.P. ("GP I") is the managing member of Fund GP and the sole shareholder of each of HIF Ltd., Fund VIII Ltd., VOF Ltd. and Opps IX Ltd. Oaktree Capital I, L.P. ("Capital I") is the general partner of GP I, OCM Holdings I, LLC ("OCM Holdings") is the general partner of Capital I and Oaktree Holdings, LLC ("Oaktree Holdings") is the managing member of OCM Holdings.

6. Oaktree Capital Group, LLC ("Capital Group") is the managing member of Oaktree Holdings and the sole shareholder of Holdings Inc. Oaktree Capital Group Holdings GP, LLC ("Holdings GP LLC," and together with Fund GP, GP I, Capital I, OCM Holdings, Oaktree Holdings, Capital Group, collectively, the "Reporting Persons," and each individually, a "Reporting Person") is the duly elected manager of Capital Group.

7. Each Reporting Person, other than the Shareholders, with respect to each of their direct holdings, disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any securities covered by this Form 4.

8. The members of Holdings GP LLC are Kevin Clayton, John Frank, Stephen Kaplan, Bruce Karsh, Larry Keele, David Kirchheimer, Howard Marks and Sheldon Stone, who, by virtue of their membership interests in Holdings GP LLC, may be deemed to share voting and dispositive power with respect to the shares of common stock held by each of the Shareholders. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of any shares of common stock beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

	See signatures included in Exhibit 99.1	10/28/2013
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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