Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  SCHOOR ASHER MOSHE
 2. Date of Event Requiring Statement (Month/Day/Year)
05/22/2006		 3. Issuer Name and Ticker or Trading Symbol
HealthMarkets, Inc. [N/A]
(Last)
(First)
(Middle)
9151 BOULEVARD 26		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Senior Vice President
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NORTH RICHLAND HILLS, TX 76180		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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
Stock Option 05/22/2007(1) 05/22/2016 Class A-1 Common Stock 8,667 $ 37 D  
Stock Option 05/22/2007(2) 05/22/2016 Class A-1 Common Stock 8,666 $ (3) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SCHOOR ASHER MOSHE
9151 BOULEVARD 26
NORTH RICHLAND HILLS, TX 76180		       Senior Vice President  

Signatures

Asher Schoor by Peggy G. Simpson, POA 05/31/2006
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The options vest in 20% increments on each of the first, second, third, fourth and fifth anniversaries of May 22, 2006
(2) The option vests in different increments on each of the first five anniversaries of May 22, 2006. Twenty-five percent of the option vests on May 22, 2007. Twenty-five percent of the option vests on May 22, 2008. Seventeen percent of the option vests on May 22, 2009. Seventeen percent of the option vests on May 22, 2010. The remaining 16% of the option vests on May 22, 2011.
(3) The initial price of the option is $37.00. The exercise price of the option will accrete by 10% per year, starting May 22, 2008. If the optionee exercises the option prior to May 22, 2008, the exercise price will be $37.00. If the optionee exercises the option on or after May 22, 2008 but prior to May 22, 2009, the exercise price will be $40.70. If the optionee exercises the option on or after May 22, 2009 but prior to May 22, 2010, the exercise price will be $44.77. If the optionee exercises the option on or after May 22, 2010 but prior to May 22, 2011, the exercise price will be $49.25. If the optionee exercises the option on or after May 22, 2011, the exercise price will be $54.17.

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