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 *
  Stasinos John D.
 2. Date of Event Requiring Statement (Month/Day/Year)
01/11/2016		 3. Issuer Name and Ticker or Trading Symbol
HCP, INC. [HCP]
(Last)
(First)
(Middle)
1920 MAIN STREET, SUITE 1200		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice President
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

IRVINE, CA 92614		 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 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 17,202 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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
Employee Stock Option   (2) 01/26/2017 Common Stock 2,745 $ 39.72 D  
Employee Stock Option   (3) 01/30/2019 Common Stock 3,713 $ 23.34 D  
Employee Stock Option   (4) 01/29/2020 Common Stock 4,596 $ 28.35 D  
Employee Stock Option   (5) 01/27/2021 Common Stock 4,440 $ 36.96 D  
Employee Stock Option   (6) 01/30/2022 Common Stock 4,852 $ 41.64 D  
Employee Stock Option   (7) 01/28/2023 Common Stock 5,476 $ 46.92 D  
Employee Stock Option   (8) 02/03/2024 Common Stock 9,522 $ 38.83 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Stasinos John D.
1920 MAIN STREET
SUITE 1200
IRVINE, CA 92614		       Executive Vice President  

Signatures

Scott A. Graziano, VP, Legal (Attorney-In-Fact) 01/21/2016
**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) Includes 12,550 restricted stock unit awards that remain subject to vesting based on continued service pursuant to the applicable award agreements.
(2) Stock options vested one-fifth (1/5) annually commencing on the first anniversary of the January 26, 2007 grant date.
(3) Stock options vested one-fifth (1/5) annually commencing on the first anniversary of the January 30, 2009 grant date.
(4) Stock options vested one-fifth (1/5) annually commencing on the first anniversary of the January 29, 2010 grant date.
(5) Stock options vested one-fourth (1/4) annually commencing on the first anniversary of the January 27, 2011 grant date.
(6) Stock options vest one-fourth (1/4) annually commencing on the first anniversary of the January 30, 2012 grant date.
(7) Stock options vest one-fourth (1/4) annually commencing on the first anniversary of the January 28, 2013 grant date.
(8) Stock options vest one-third (1/3) annually commencing on the first anniversary of the February 3, 2014 grant date.

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