Sec Form 4 Filing - CENTERBRIDGE CAPITAL PARTNERS L P @ BankUnited, Inc. - 2013-03-13

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 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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1. Name and Address of Reporting Person CENTERBRIDGE CAPITAL PARTNERS L P 2. Issuer Name and Ticker or Trading Symbol BankUnited, Inc. [ BKU] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) X __ Other (specify below) See Footnotes 2, 3 (Last) (First) (Middle) 375 PARK AVENUE, 12TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 03/13/2013 (Street) NEW YORK, NY10152 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Common Stock 03/13/2013 S 3,770,000 D $ 24.745 ( 1 ) 6,997,704 D ( 2 ) ( 3 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other CENTERBRIDGE CAPITAL PARTNERS L P 375 PARK AVENUE 12TH FLOOR NEW YORK, NY10152 X See Footnotes 2, 3 CENTERBRIDGE CAPITAL PARTNERS STRATEGIC L P 375 PARK AVENUE 12TH FLOOR NEW YORK, NY10152 X See Footnotes 2, 3 Centerbridge Capital Partners SBS, L.P. 375 PARK AVENUE 12TH FLOOR NEW YORK, NY10152 X See Footnotes 2, 3 CB BU Investors, L.L.C. 375 PARK AVENUE 12TH FLOOR NEW YORK, NY10152 X See Footnotes 2, 3 CB BU Investors II, L.L.C. 375 PARK AVENUE 12TH FLOOR NEW YORK, NY10152 X See Footnotes 2, 3 CB BU Investors III. L.L.C. 375 PARK AVENUE 12TH FLOOR NEW YORK, NY10152 X See Footnotes 2, 3 Centerbridge Associates, L.P. 375 PARK AVENUE, 12TH FLOOR NEW YORK, NY10152 X See Footnotes 2, 3 Centerbridge GP Investors, LLC 375 PARK AVENUE, 12TH FLOOR NEW YORK, NY10152 X See Footnotes 2, 3 Gallogly Mark T C/O CENTERBRIDGE PARTNERS, L.P. 375 PARK AVENUE, 12TH FLOOR NEW YORK, NY10152 X See Footnotes 2, 3 Aronson Jeffrey C/O CENTERBRIDGE PARTNERS, L.P. 375 PARK AVENUE, 12TH FLOOR NEW YORK, NY10152 X See Footnotes 2, 3 Signatures Centerbridge Capital Partners, L.P., By: Centerbridge Associates, L.P., its general partner By: Centerbridge GP Investors, LLC, its general partner, By: /s/ Susanne V. Clark, Authorized Signatory 03/15/2013 Signature of Reporting Person Date Centerbridge Capital Partners Strategic, L.P., By: Centerbridge Associates, L.P., its general partner, By: Centerbridge GP Investors, LLC, its general partner, By: /s/ Susanne V. Clark, Authorized Signatory 03/15/2013 Signature of Reporting Person Date Centerbridge Capital Partners SBS, L.P., By: Centerbridge Associates, L.P., its general partner, By: Centerbridge GP Investors, LLC, its general partner, By: /s/ Susanne V. Clark, Authorized Signatory 03/15/2013 Signature of Reporting Person Date CB BU Investors, L.L.C., By: Centerbridge Associates, L.P., its general partner, By: Centerbridge GP Investors, LLC, its general partner, By: /s/ Susanne V. Clark, Authorized Signatory 03/15/2013 Signature of Reporting Person Date CB BU Investors II, L.L.C., By: Centerbridge Associates, L.P., its general partner, By: Centerbridge GP Investors, LLC, its general partner, By: /s/ Susanne V. Clark, Authorized Signatory 03/15/2013 Signature of Reporting Person Date CB BU Investors III, L.L.C., By: Centerbridge Associates, L.P., its general partner, By: Centerbridge GP Investors, LLC, its general partner, By: /s/ Susanne V. Clark, Authorized Signatory 03/15/2013 Signature of Reporting Person Date Centerbridge Associates, L.P., By: Centerbridge GP Investors, LLC, its general partner, By: /s/ Susanne V. Clark, Authorized Signatory 03/15/2013 Signature of Reporting Person Date Centerbridge GP Investors, LLC, By: /s/ Susanne V. Clark, Authorized Signatory 03/15/2013 Signature of Reporting Person Date Mark T. Gallogly, /s/ Mark T. Gallogly 03/15/2013 Signature of Reporting Person Date Jeffrey H. Aronson, /s/ Jeffrey H. Aronson 03/15/2013 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This amount represents the $25.25 offering price per share of common stock, par value $0.01 per share ("Common Stock"), of BankUnited, Inc. less the underwriting discount of $0.505 per share of Common Stock. ( 2 )The shares of Common Stock to which this Form 4 relates are directly owned as follows: (i) 5,967,703 shares of Common Stock directly owned by Centerbridge Capital Partners, L.P.; (ii) 220,442 shares of Common Stock directly owned by Centerbridge Capital Partners Strategic, L.P.; (iii) 9,822 shares of Common Stock directly owned by Centerbridge Capital Partners SBS, L.P.; (iv) 379,875 shares of Common Stock directly owned by CB BU Investors, L.L.C.; (v) 219,927 shares of Common Stock directly owned by CB BU Investors II, L.L.C.; and (vi) 199,935 shares of Common Stock directly owned by CB BU Investors III, L.L.C. (collectively, the "Centerbridge Funds"). ( 3 )Centerbridge Associates, L.P. is the general partner of each of the Centerbridge Funds. Centerbridge GP Investors, LLC is the general partner of Centerbridge Associates, L.P. Mark Gallogly and Jeffrey Aronson are the managing members of Centerbridge GP Investors, LLC Mark Gallogly and Jeffrey Aronson each disclaim beneficial ownership of the shares of Common Stock beneficially owned by the Centerbridge Funds.

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 4(b)(v).

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