The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 13F

FORM 13F COVER PAGE
OMB APPROVAL
OMB Number: 3235-0006
Estimated average burden
hours per response: 23.8
Report for the Calendar Year or Quarter Ended: 06-30-2013
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: Blackstone Group L.P.
Address: 345 PARK AVENUE
NEW YORK, NY  10154
Form 13F File Number: 028-13114

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:
John G. Finley New York,  NY 08-14-2013
[Signature] [City, State] [Date]
The following information corresponds to the securities indicated in the attached Information Table: (A) Excludes 5,415,794 shares of Series A Nonvoting Convertible Preferred Stock of BANKUNITED INC convertible into shares of common stock on a one-for-one basis. (B) These shares of CUMULUS MEDIA INC are not under the investment discretion of The Blackstone Group L.P. but are under the investment discretion of certain funds of which Mr. Stephen A. Schwarzman is a controlling person. (C) Represents shares of FREESCALE SEMICONDUCTOR LTD held by Freescale LP. Certain funds affiliated with The Blackstone Group L.P. hold 3,395,055 Class A limited partnership interests in Freescale LP, representing 48.02% of the total Class A limited partnership interests outstanding. Certain funds affiliated with The Blackstone Group L.P. also hold 250 shares of Freescale Holdings G.P., Ltd., the general partner of Freescale LP, representing 25% of the total shares outstanding. Represents voting authority of Freescale LP over an aggregate of 196,136,895 shares. (D) Excludes 35,461 restricted stock units of KNIGHT CAPITAL GROUP INC representing a contingent right to receive one share. (E) Includes 2,299,722 shares of KOSMOS ENERGY LTD that are not under the investment discretion of The Blackstone Group L.P. but are under the investment discretion of Blackstone Family GP L.L.C., of which Mr. Stephen A. Schwarzman is a controlling person. Represents voting authority over an aggregate of 112,100,012 shares. (F) Represents the proprotionate interest in 195,463,201 shares of NIELSEN HOLDINGS N V held by Valcon Acquisition Holding (Luxembourg) S.a.r.l. ("Luxco") attributable to ownership interests in Luxco of certain funds affiliated with The Blackstone Group L.P., including 1,428,072 shares that are not under the investment discretion of The Blackstone Group L.P. but instead are under the investment discretion of Blackstone Family GP L.L.C., of which Mr. Stephen A. Schwarzman is a controlling person. (G) The shares of ORBITZ WORLDWIDE INC reported herein are not under the investment discretion of The Blackstone Group L.P. but are under the investment discretion of Blackstone LR Associates (Cayman) V Ltd., of which Mr. Stephen A. Schwarzman is a controlling person. Includes 144,873 shares held by Blackstone Management Partners L.L.C. (H) Represents Series A Units of PBF Energy Company LLC exchangeable at any time for shares of Class A common stock of PBF ENERGY INC on a one-for-one basis, subject to equitable adjustments for stock splits, stock dividends and reclassifications.
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: 35
Form 13F Information Table Value Total: 12,091,310
(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.
[If there are no entries in this list, state “NONE” and omit the column headings and list entries.]
No. Form 13F File Number Name
1 28-12332 GSO Capital Partners LP