SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* TPG Asia Advisors VI, Inc. (Last) (First) (Middle) C/O TPG GLOBAL, LLC 301 COMMERCE STREET, SUITE 3300 (Street) FORT WORTH TX 76102 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/17/2014	3. Issuer Name and Ticker or Trading Symbol CHINDEX INTERNATIONAL INC [ CHDX ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock(1)	4,871,877	I	See Explanation of Responses(2)(3)(4)(5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* TPG Asia Advisors VI, Inc. (Last) (First) (Middle) C/O TPG GLOBAL, LLC 301 COMMERCE STREET, SUITE 3300 (Street) FORT WORTH TX 76102 (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* BONDERMAN DAVID (Last) (First) (Middle) C/O TPG GLOBAL, LLC, 301 COMMERCE STREET, SUITE 3300 (Street) FORT WORTH TX 76102 (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* COULTER JAMES G (Last) (First) (Middle) C/O TPG GLOBAL, LLC, 301 COMMERCE STREET, SUITE 3300 (Street) FORT WORTH TX 76102 (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. Includes 3,709,377 shares of Common Stock of Chindex International, Inc. (the "Issuer"), par value $0.01 per share (the "Common Stock"), and 1,162,500 shares of Class B Common Stock of the Issuer, par value $0.01 per share (the "Class B Common Stock" and, together with the Common Stock, the "Common Shares"), that have six votes per share and are convertible at any time on a one-to-one basis into shares of Common Stock.

2. David Bonderman and James G. Coulter are officers and sole shareholders of TPG Asia Advisors VI, Inc. ("Asia Advisors" and, together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which is the general partner of TPG Healthy, L.P., which is the sole shareholder of Healthy Harmony GP, Inc., which is the general partner of Healthy Harmony Holdings, L.P., a Cayman Islands limited partnership ("Harmony Holdings").

3. Harmony Holdings has entered into a Support Agreement, dated as of February 17, 2014 (the "Support Agreement") with TPG Asia VI, L.P. and certain holders (the "Holders") of Common Shares, pursuant to which the Holders have agreed to, among other things, (i) vote their Common Shares in favor of the approval of a Merger Agreement by and among Harmony Holdings, Healthy Harmony Acquisition, Inc., a wholly-owned subsidiary of Harmony Holdings, and the Issuer, (ii) be subject to certain transfer restrictions, and (iii) grant an irrevocable proxy to Harmony Holdings.

4. As a result of the Support Agreement and because of the relationship between the Reporting Persons and Harmony Holdings, the Reporting Persons may be deemed, pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to beneficially own the 4,871,877 Common Shares held in the aggregate by the Holders and reported herein. Each of Harmony Holdings and each Reporting Person disclaims beneficial ownership of such Common Shares.

5. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

Remarks:

(6) The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act. (7) Ronald Cami is signing on behalf of both Messrs. Bonderman and Coulter pursuant to the authorization and designation letters dated July 1, 2013, which were previously filed with the Securities and Exchange Commission.

	By: Ronald Cami, Vice President, TPG Asia Advisors VI, Inc. (6)	02/27/2014
	By: Ronald Cami on behalf of David Bonderman (6)(7)	02/27/2014
	By: Ronald Cami on behalf of James G. Coulter (6)(7)	02/27/2014
	** Signature of Reporting Person	Date
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