VIA EDGAR


February 14, 2012



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549


Re: S.A.C. Private Equity GP, L.P.

Ladies and Gentlemen:

On behalf of S.A.C. Private Equity GP, L.P., enclosed for filing with the
Securities and Exchange Commission pursuant to the requirements of
Section 13(f) of the Securities Exchange Act of 1934 and Rule 13f-1 thereunder,
please find the attached report on Form 13F for the reporting period ended
December 31, 2011.

These materials are being submitted electronically pursuant to Rule
101(a)(1)(iii) of Regulation S-T.

Should you have any questions regarding the enclosures, please contact the
undersigned at (203) 890-2094.

Very truly yours,



Peter Nussbaum

Enclosures



================================================================================

                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                   FORM 13F

                              FORM 13F COVER PAGE

Report for the Calendar Year or Quarter Ended: December 31, 2011

Check here if Amendment [_]; Amendment Number: ________________________________

   This Amendment (Check only one):   [_] is a restatement.
                                      [_] adds new holdings entries.

Institutional Investment Manager Filing this Report:

Name:    S.A.C. Private Equity GP, L.P.

Address: Walkers SPV Limited, Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9002, Cayman Islands


Form 13F File Number: None available

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:    Peter Nussbaum

Title:   Authorized Person of S.A.C. Capital Management, LLC, its General
         Partner

Phone:   203-890-2094


Signature, Place, and Date of Signing:

  /s/ Peter Nussbaum        Stamford, Connecticut         February 14, 2012
_______________________    ________________________    _______________________
      [Signature]               [City, State]                  [Date]

Report type (Check only one.):

[X] 13F HOLDINGS REPORT. (Check here if all holdings of this report manager are
    reported in this report.)

[_] 13F NOTICE. (Check here if no holdings reported are in this report, and all
    holding 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:      0

Form 13F Information Table Entry Total: 1*

Form 13F Information Table Value Total: $151,697
                                        (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.

NONE



* Positions that are exempt from reporting under Special Instruction 9 to the
Form 13F are excluded. However, positions that would not be exempt when
aggregated with positions of the same security held by (i) the Other Included
Managers or (ii) certain affiliates of the Reporting Manager which include the
Reporting Manager as an Other Included Manager on their own Forms 13F, are
listed herein.





     COLUMN 1       COLUMN 2  COLUMN 3  COLUMN 4            COLUMN 5             COLUMN 6    COLUMN 7      COLUMN 8
     NAME OF        TITLE OF   CUSIP     VALUE       SH      SH/PRN  PUT/CALL   INVESTMENT    OTHER         VOTING
     ISSUER          CLASS              (X$1000)   OR PRN                        DISCRETION  MANAGERS      AUTHORITY
                                                   AMOUNT                                             SOLE  SHARED        NONE
                                                                                     

MEDQUIST HLDGS INC  Common    58506K102 151,697  15,768,938 SH                Shared-Defined    0          15,768,938