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
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(Print or Type Responses)
1. Name and Address of Reporting Person *
MAHON PAUL A
  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)
EVP & General Counsel
(Last)
(First)
(Middle)
3. Date of Earliest Transaction (Month/Day/Year)
11/24/2008
(Street)

 
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.
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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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Share Tracking Award $ 94.06 11/24/2008 11/24/2008 D     80,625 06/03/2009(1) 06/03/2018 Common Stock 80,625 $ 0 (2) 62,500 D  
Share Tracking Award $ 109.64 11/24/2008 11/24/2008 D     62,500 09/15/2009(3) 09/15/2018 Common Stock 62,500 $ 0 (4) 0 D  
Share Tracking Award $ 50.63 11/24/2008 11/24/2008 A   80,625   06/03/2009(1) 06/03/2018 Common Stock 80,625 $ 0 (2) 80,625 D  
Share Tracking Award $ 50.63 11/24/2008 11/24/2008 A   62,500   09/15/2009(3) 09/15/2018 Common Stock 62,500 $ 0 (4) 143,125 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MAHON PAUL A

 
      EVP & General Counsel  

Signatures

 /s/ Paul A. Mahon   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.

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