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* Hellman & Friedman LLC (Last) (First) (Middle) ONE MARITIME PLAZA, 12TH FLOOR (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 04/24/2009	3. Issuer Name and Ticker or Trading Symbol LPL Investment Holdings Inc. [ NONE ]
		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, par value $0.001 per share	30,077,594.7	I	See Notes(1)(4)(5)
Common Stock, par value $0.001 per share	4,115,485.3	I	See Notes(2)(4)(5)
Common Stock, par value $0.001 per share	17,105.1	I	See Notes(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* Hellman & Friedman LLC (Last) (First) (Middle) ONE MARITIME PLAZA, 12TH FLOOR (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip)

1. Name and Address of Reporting Person* Hellman & Friedman Investors V, LLC (Last) (First) (Middle) ONE MARITIME PLAZA, 12TH FLOOR (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip)

1. Name and Address of Reporting Person* HELLMAN & FRIEDMAN CAPITAL V LP (Last) (First) (Middle) ONE MARITIME PLAZA, 12TH FLOOR (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip)

1. Name and Address of Reporting Person* Hellman & Friedman Capital Partners V (Parallel), L.P. (Last) (First) (Middle) ONE MARITIME PLAZA, 12TH FLOOR (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip)

1. Name and Address of Reporting Person* Hellman & Friedman Capital Associates V, LLC (Last) (First) (Middle) ONE MARITIME PLAZA, 12TH FLOOR (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip)

Explanation of Responses:

1. The shares of common stock reported are owned of record by Hellman & Friedman Capital Partners V, L.P.

2. The shares of common stock reported are owned of record by Hellman & Friedman Capital Partners V (Parallel), L.P.

3. The shares of common stock reported are owned of record by Hellman & Friedman Capital Associates V, LLC.

4. Common stock reported is beneficially owned through Hellman & Friedman Capital Partners V, L.P., Hellman & Friedman Capital Partners V (Parallel), L.P. and Hellman & Friedman Capital Associates V, LLC (collectively, the "H&F Entities"). Hellman & Friedman Investors V, LLC ("H&F GP") is the sole general partner of each of Hellman & Friedman Capital Partners V, L.P. and Hellman & Friedman Capital Partners V (Parallel), L.P. Hellman & Friedman LLC ("H&F LLC") is the sole managing member of each of H&F GP and Hellman & Friedman Capital Associates V, LLC.

5. The investment committee of H&F LLC has power to vote or to direct the vote of, and to dispose or to direct the disposition of the securities that are held by the H&F Entities. The members of the investment committee of H&F LLC are F. Warren Hellman, Brian M. Powers, Philip U. Hammarskjold, Patrick J. Healy and Thomas F. Steyer; provided, however, that Mr. Steyer has no authority or voting rights with respect to investment committee decisions relating to the common stock reported. Each member of the investment committee of H&F LLC disclaims beneficial ownership of the reported securities held by the H&F Entities, except to the extent of their respective pecuniary interest therein, if any.

	/s/ Georgia Lee, as Managing Director of Hellman & Friedman LLC	04/24/2009
	/s/ Georgia Lee, as Manager Director of Hellman & Friedman LLC, as Managing Member of Hellman & Friedman Investors V, LLC	04/24/2009
	/s/ Georgia Lee, as Manager Director of Hellman & Friedman LLC, as Managing Member of Hellman & Friedman Investors V, LLC, as General Partner of Hellman & Friedman Capital Partners V, L.P.	04/24/2009
	/s/ Georgia Lee, as Manager Director of Hellman & Friedman LLC, as Managing Member of Hellman & Friedman Investors V, LLC, as General Partner of Hellman & Friedman Capital Partners V (Parallel), L.P.	04/24/2009
	/s/ Georgia Lee, as Manager Director of Hellman & Friedman LLC, as Managing Member of Hellman & Friedman Capital Associates V, LLC	04/24/2009
	** 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).
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