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: 09-30-2013
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: Kohlberg Kravis Roberts & Co. L.P.
Address: 9 West 57th Street Suite 4200
New York, NY  10019
Form 13F File Number: 028-12880

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: David Sorkin
Title: General Counsel
Phone: 212-750-8300
Signature, Place, and Date of Signing:
/s/ David Sorkin New York,  NY 11-14-2013
[Signature] [City, State] [Date]
The following information corresponds to the securities indicated in the attached Information Table: (i) KKR may be deemed to have investment discretion over an aggregate number of 4,150,665 shares of DOLLAR GEN CORP NEW, which consists of shares held by an investment vehicle jointly owned by KKR and other investors; (ii) KKR may be deemed to have investment discretion over an aggregate number of 50,331,370 shares of HCA HOLDINGS INC, which consists of shares held by an investment vehicle jointly owned by KKR and other investors; (iii) KKR may be deemed to have investment discretion over an aggregate number of 3,192,946 shares of JAZZ PHARMACEUTICALS PLC; (iv) KKR may be deemed to have investment discretion over an aggregate number of 31,264,131 shares of NIELSEN HOLDINGS N V, which consists of shares held by an investment vehicle jointly owned by KKR and other investors; (v) KKR may be deemed to have investment discretion over an aggregate number of 32,333,692 shares of NXP SEMICONDUCTORS N V; (vi) KKR may be deemed to have investment discretion over an aggregate number of 89,711 shares of ROCKWOOD HLDGS INC; (vii) The Information Table entry for SPDR S&P 500 ETF TR includes three series of put options; (viii) KKR may be deemed to have investment discretion over an aggregate number of 8,508,807 shares of WALGREEN CO.
Report Type (Check only one.):
   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).)
X 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).)
List of Other Managers Reporting for this Manager:
[If there are no entries in this list, omit this section.]
Form 13F File Number Name
028-14775 KKR Asset Management LLC
Form 13F Summary Page
Report Summary:
Number of Other Included Managers: 1
Form 13F Information Table Entry Total: 32
Form 13F Information Table Value Total: 5,295,650
(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
1 028-13533 KKR Investment Management LLC