Edgar Filing: Ferrari John Maxim

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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

OMB APPROVAL

OMB Number:

3235-0287

Expires:

January 31, 2005

Estimated average burden hours per response...

0.5

(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Ferrari John Maxim

2. Issuer Name and Ticker or Trading Symbol
UNITED THERAPEUTICS CORP [UTHR]

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

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
CFO

(Last)

(First)

(Middle)

1110 SPRING STREET

3. Date of Earliest Transaction (Month/Day/Year)
11/24/2008

(Street)

SILVER SPRING, MD 20910

4. If Amendment, Date 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

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	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 control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Share Tracking Award

$ 94.06

11/24/2008

48,275

06/03/2009⁽¹⁾

06/03/2018

Common Stock

48,275

$ 0 ⁽²⁾

62,500

Share Tracking Award

$ 109.64

11/24/2008

62,500

09/15/2009⁽³⁾

09/15/2018

Common Stock

62,500

$ 0 ⁽⁴⁾

Share Tracking Award

$ 50.63

11/24/2008

48,275

06/03/2009⁽¹⁾

06/03/2018

Common Stock

48,275

$ 0 ⁽²⁾

48,275

Share Tracking Award

$ 50.63

11/24/2008

62,500

09/15/2009⁽³⁾

09/15/2018

Common Stock

62,500

$ 0 ⁽⁴⁾

110,775

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Ferrari John Maxim 1110 SPRING STREET SILVER SPRING, MD 20910			CFO

Signatures

/s/ Paul Mahon under Power of Attorney		11/26/2008
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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)	These non-dilutive share tracking awards vest in one-third increments on each of June 3, 2009, June 3, 2010, and June 3, 2011, and settle in cash only.
(2)	The reporting person agreed to cancellation of the share tracking awards granted to him on June 3, 2008, in exchange for new share tracking awards having a lower exercise price.
(3)	These non-dilutive share tracking awards vest in one-third increments on each of September 15, 2009, September 15, 2010, and September 15, 2011, and settle in cash only.
(4)	The reporting person agreed to cancellation of the share tracking awards granted to him on September 15, 2008, in exchange for new share tracking awards having a lower exercise price.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.