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 *
  MAHMOOD KASSIM ALEC
 2. Date of Event Requiring Statement (Month/Day/Year)
10/01/2010		 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)
SVP/CFO
 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)
Class A-1 Common Stock 100,000 (1)
D
 

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 Options 06/29/2011(2) 06/29/2020 Class A-1 Common Stock 150,000 $ 7 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MAHMOOD KASSIM ALEC
9151 BOULEVARD 26
NORTH RICHLAND HILLS, TX 76180		       SVP/CFO  

Signatures

K. Alec Mahmood By: /s/ Peggy G. Simpson, POA 10/05/2010
**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 restricted shares will become exercisable with respect to 20% of the restricted shares on each of the first five (5) anniversaries of the date of grant (June 29, 2010) if the Executive remains in the continuous service as an employee of the Company or any subsidiary as of such date.
(2) The stock options will become exercisable with respect to 20% of the stock option shares on each of the first five (5) anniversaries of the date of grant (June 29, 2010) if the Executive remains in the continuous service as an employee of the Company or any subsidiary as of such date.

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