SEC Filing | The Carlyle Group

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SEC FORM 3 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^*

Bentley Pamela L

(Last)

(First)

(Middle)

C/O THE CARLYLE GROUP L.P.

1001 PENNSYLVANIA AVENUE, NW

(Street)

WASHINGTON

20004

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/02/2014

3. Issuer Name and Ticker or Trading Symbol
Carlyle Group L.P. [ CG ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Accounting Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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 Units	123,268⁽¹⁾	D

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)

Explanation of Responses:

1. Of these 123,268 securities, 13,195 are common units and 110,073 are deferred restricted common units. Of the 110,073 deferred restricted common units, 20,135 are scheduled to vest on each of May 2, 2015, 2016, 2017 and 2018; 3,678 are scheduled to vest on August 1, 2015; 2,155 are scheduled to vest on August 1, 2016; 12,927 are scheduled to vest on August 1, 2017; and 10,773 are scheduled to vest on August 1, 2019, in each case, provided that Ms. Bentley continues to provide services to the issuer.

Remarks:

Pursuant to Rule 16a-1(a)(4) of the Securities Exchange Act of 1934, as amended, the reporting person herein states that this filing shall not be deemed to be an admission that such reporting person is the beneficial owner of any of these interests, and disclaims beneficial ownership of such interests, except to the extent of such reporting person's pecuniary interest in such interests.

	/s/ Jeffrey W. Ferguson, by power of attorney for Pamela L. Bentley	06/10/2014
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.


                                                                   Exhibit 24.1

                  POWER OF ATTORNEY AND CONFIRMING STATEMENT

This Power of Attorney and Confirming Statement (this "Statement") confirms that
the undersigned has authorized and designated each of William E. Conway, Jr.,
Daniel A. D'Aniello, David M. Rubenstein, Curtis L. Buser and Jeffrey W.
Ferguson to execute and file on the undersigned's behalf all Forms 3, 4, and 5
(including any amendments thereto) that the undersigned may be required to file
with the U.S. Securities and Exchange Commission as a result of the
undersigned's ownership of or transactions in securities of The Carlyle Group
L.P.  The authority of William E. Conway, Jr., Daniel A. D'Aniello, David M.
Rubenstein, Curtis L. Buser and Jeffrey W. Ferguson under this Statement shall
continue until the undersigned is no longer required to file Forms 3, 4, and 5
with regard to his or her ownership of or transactions in securities of The
Carlyle Group L.P., unless earlier revoked in writing.  The undersigned
acknowledges that William E. Conway, Jr., Daniel A. D'Aniello, David M.
Rubenstein, Curtis L. Buser and Jeffrey W. Ferguson are not assuming any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934, as amended.

In witness whereof, this Statement is signed and dated as of the date set forth
below.


Date: June 10, 2014                  By:     /s/ Pamela L. Bentley
                                        ---------------------------------------
                                     Name:   Pamela L. Bentley
                                     Title:  Chief Accounting Officer