SEC FORM 13F-HR

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
Expires: July 31, 2015
Estimated average burden
hours per response: 23.8

Report for the Calendar Year or Quarter Ended: 12-31-2017
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: Carlyle Group L.P.
Address: C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVENUE, N.W.
WASHINGTON, DC  20004
Form 13F File Number: 028-15025

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: Jeffrey W. Ferguson
Title: General Counsel
Phone: 202-729-5626
Signature, Place, and Date of Signing:
/s/ Jeffrey W. Ferguson WashingtonDC 02-14-2018
[Signature] [City, State] [Date]
Explanatory Note 1: The Carlyle Group L.P. is managed by its general partner, Carlyle Group Management L.L.C., which is managed by a board of directors that is appointed by Carlyle's senior professionals. Explanatory Note 2: AlpInvest Partners B.V. is an indirectly wholly owned investment adviser of The Carlyle Group L.P. However, The Carlyle Group L.P. does not participate in any investment decision-making of AlpInvest Partners B.V.
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
028-15646 AlpInvest Partners B.V.
Form 13F Summary Page
Report Summary:
Number of Other Included Managers: 2
Form 13F Information Table Entry Total: 11
Form 13F Information Table Value Total: 1,457,998
(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
1 028-12429 Carlyle Investment Management LLC
2 028-15024 CIM Global, L.L.C.

SEC FORM 13-F Information Table

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 INFORMATION TABLE

OMB APPROVAL
OMB Number: 3235-0006
Expires: July 31, 2015
Estimated average burden
hours per response: 23.8

COLUMN 1 COLUMN 2 COLUMN 3 COLUMN 4 COLUMN 5 COLUMN 6 COLUMN 7 COLUMN 8
VALUE SHRS OR SH/ PUT/ INVESTMENT OTHER VOTING AUTHORITY
NAME OF ISSUER TITLE OF CLASS CUSIP (x$1000) PRN AMT PRN CALL DISCRETION MANAGER SOLE SHARED NONE
Centennial Resource Dev Inc Cl A 15136A102 31,353 1,583,477 SH   DFND 1 0 1,583,477 0
Cobalt Intl Energy Inc Com New 19075F304 2,147 2,321,525 SH   DFND 1 0 2,321,525 0
Enduro Rty Tr Tr Unit 29269K100 25,787 8,186,486 SH   DFND 1 0 8,186,486 0
Enviva Partners LP Com Unit 29414J107 342,919 12,402,149 SH   DFND 1 0 12,402,149 0
Fang Hldgs Ltd ADR 30711Y102 68,677 12,307,691 SH   DFND 1 0 12,307,691 0
Pattern Energy Group Inc Cl A 70338P100 157,994 7,351,962 SH   DFND 1 0 7,351,962 0
Golden Ocean Group Ltd Shs New G39637205 88,407 10,847,447 SH   DFND 1 0 10,847,447 0
Sequential Brnds Group Inc N Com 81734P107 11,338 6,369,812 SH   DFND 1 0 6,369,812 0
USA Compression Partners LP Comunit Ltdpar 90290N109 415,025 25,092,196 SH   DFND 1 0 25,092,196 0
Wesco Aircraft Hldgs Inc Com 950814103 170,917 23,096,882 SH   DFND 1 0 23,096,882 0
Xenith Bankshares Inc New Com New 984102202 143,434 4,239,858 SH   DFND 1 0 4,239,858 0