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 *
  GOLDMAN SACHS GROUP INC
2. Date of Event Requiring Statement (Month/Day/Year)
07/30-04:00/2013
3. Issuer Name and Ticker or Trading Symbol
NewPage Holdings Inc. [NONE]
(Last)
(First)
(Middle)
200 WEST STREET
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10282
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 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 800,000
I
See footnotes (1) (2) (3) (4) (5) (6) (7) (8) (9)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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.

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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GOLDMAN SACHS GROUP INC
200 WEST STREET
NEW YORK, NY 10282
       
GOLDMAN SACHS & CO
200 WEST STREET
NEW YORK, NY 10282
       
PAPERCO HOLDINGS II, L.P.
200 WEST STREET
NEW YORK, NY 10282
       
PAPERCO INVESTMENTS, L.P.
200 WEST STREET
NEW YORK, NY 10282
       
GS Opportunity Partners, L.P.
200 WEST STREET
NEW YORK, NY 10282
       
GS OPPORTUNITY PARTNERS OFFSHORE - B, L.P.
200 WEST STREET
NEW YORK, NY 10282
       
GS OPPORTUNITY PARTNERS OFFSHORE - C, L.P.
200 WEST STREET
NEW YORK, NY 10282
       
GS Opportunity Partners Offshore, L.P.
200 WEST STREET
NEW YORK, NY 10282
       
GS OPPORTUNITY ADVISORS, LTD.
200 WEST STREET
NEW YORK, NY 10282
       
GS OPPORTUNITY ADVISORS, L.L.C.
200 WEST STREET
NEW YORK, NY 10282
       

Signatures

/s/ Kevin P. Treanor, Attorney-in-fact 09/03-04:00/2013
**Signature of Reporting Person Date

/s/ Kevin P. Treanor, Attorney-in-fact 09/03-04:00/2013
**Signature of Reporting Person Date

/s/ Kevin P. Treanor, Attorney-in-fact 09/03-04:00/2013
**Signature of Reporting Person Date

/s/ Kevin P. Treanor, Attorney-in-fact 09/03-04:00/2013
**Signature of Reporting Person Date

/s/ Kevin P. Treanor, Attorney-in-fact 09/03-04:00/2013
**Signature of Reporting Person Date

/s/ Kevin P. Treanor, Attorney-in-fact 09/03-04:00/2013
**Signature of Reporting Person Date

/s/ Kevin P. Treanor, Attorney-in-fact 09/03-04:00/2013
**Signature of Reporting Person Date

/s/ Kevin P. Treanor, Attorney-in-fact 09/03-04:00/2013
**Signature of Reporting Person Date

/s/ Kevin P. Treanor, Attorney-in-fact 09/03-04:00/2013
**Signature of Reporting Person Date

/s/ Kevin P. Treanor, Attorney-in-fact 09/03-04:00/2013
**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) This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman, Sachs & Co. ("Goldman Sachs"), PaperCo Investments, L.P. ("PaperCo Investments"), PaperCo Holdings II, L.P. ("PaperCo Holdings"), GS Capital Partners VI Fund, L.P. ("GS Capital"), GS Capital Partners VI Offshore Fund, L.P. ("GS Offshore"), GS Capital Partners VI Parallel, L.P. ("GS Parallel"), GS Capital Partners VI GmbH & Co. KG ("GS Germany"), GS Opportunity Partners, L.P. ("GS Opportunity"), GS Opportunity Partners Offshore, L.P. ("GS Opportunity Offshore"), GS Opportunity Partners Offshore - B, L.P. ("GS Opportunity Offshore B"), GS Opportunity Partners Offshore - C, L.P. ("GS Opportunity Offshore C" and, together with GS Capital, GS Offshore, GS Parallel, GS Germany, GS Opportunity, GS Opportunity Offshore and GS Opportunity Offshore B, the "Limited Partnerships"), (continued in next footnote)
(2) GSCP VI Advisors, L.L.C. ("GSCP Advisors"), GSCP VI Offshore Advisors, L.L.C. ("GSCP Offshore Advisors"), GS Advisors VI, L.L.C. ("GS Advisors"), Goldman, Sachs Management GP GmbH ("GS GmbH"), GS Opportunity Advisors, Ltd. ("GS Opportunity Advisors I"), GS Opportunity Advisors, L.L.C. ("GS Opportunity Advisors II" and, together with GSCP Advisors, GSCP Offshore Advisors, GS Advisors, GS GmbH, GS Opportunity Advisors I, the Limited Partnerships, PaperCo Investments, PaperCo Holdings, Goldman Sachs and GS Group, the "Reporting Persons").
(3) Due to the electronic system's limitation of 10 Reporting Persons per joint filing, this statement is being filed in duplicate.
(4) GS Group and Goldman Sachs may be deemed to beneficially own indirectly, in the aggregate, 800,000 shares of common stock, par value $0.001 per share (the "Common Stock") of NewPage Holdings Inc. (the "Company") by reason of the indirect beneficial ownership of such shares by the Limited Partnerships. The Limited Partnerships may be deemed to indirectly beneficially own 800,000 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Investments and PaperCo Holdings. PaperCo Investments owns directly 280,000 shares of Common Stock. PaperCo Holdings owns directly 520,000 shares of Common Stock. Goldman Sachs is a wholly-owned subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the Limited Partnerships. Affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner or managing partner of the Limited Partnerships, PaperCo Investments and PaperCo Holdings.
(5) GS Capital, and its general partner GSCP Advisors, may be deemed to beneficially own indirectly 65,350.70 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Investments. GS Offshore, and its general partner GSCP Offshore Advisors, may be deemed to beneficially own indirectly 54,356.41 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Investments. GS Parallel, and its general partner GS Advisors, may be deemed to beneficially own indirectly 17,970.33 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Investments. GS Germany, and its general partner GS GmbH, may be deemed to beneficially own indirectly 2,322.56 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Investments.
(6) GS Opportunity, and its general partner GS Opportunity Advisors II, may be deemed to beneficially own indirectly 6,258.67 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Investments. GS Opportunity Offshore, and its general partner GS Opportunity Advisors II, may be deemed to beneficially own indirectly 48,450.31 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Investments. GS Opportunity Offshore B, and its general partner GS Opportunity Advisors I, may be deemed to beneficially own indirectly 78,729.76 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Investments. GS Opportunity Offshore C, and its general partner GS Opportunity Advisors I, may be deemed to beneficially own indirectly 6,561.26 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Investments.
(7) GS Capital, and its general partner GSCP Advisors, may be deemed to beneficially own indirectly 121,365.58 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Holdings. GS Offshore, and its general partner GSCP Offshore Advisors, may be deemed to beneficially own indirectly 100,947.62 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Holdings. GS Parallel, and its general partner GS Advisors, may be deemed to beneficially own indirectly 33,373.47 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Holdings. GS Germany, and its general partner GS GmbH, may be deemed to beneficially own indirectly 4,313.33 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Holdings.
(8) GS Opportunity, and its general partner GS Opportunity Advisors II, may be deemed to beneficially own indirectly 11,623.25 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Holdings. GS Opportunity Offshore, and its general partner GS Opportunity Advisors II, may be deemed to beneficially own indirectly 89,979.15 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Holdings. GS Opportunity Offshore B, and its general partner GS Opportunity Advisors I, may be deemed to beneficially own indirectly 146,212.41 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Holdings. GS Opportunity Offshore C, and its general partner GS Opportunity Advisors I, may be deemed to beneficially own indirectly 12,185.19 shares of Common Stock by reason of the direct beneficial ownership of such shares by PaperCo Holdings.
(9) Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

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