Edgar Filing: ARAMARK CORP/DE

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 ^*

GOLDMAN SACHS GROUP INC/

2. Issuer Name and Ticker or Trading Symbol
ARAMARK CORP/DE [RMK]

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

_____ Director	_____ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
See footnotes 2 and 3

(Last)

(First)

(Middle)

85 BROAD ST,

3. Date of Earliest Transaction (Month/Day/Year)
12/04/2006

(Street)

NEW YORK, NY 10004

4. If Amendment, Date Original Filed(Month/Day/Year)

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 (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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	12/04/2006		C⁽⁵⁾		13,910	A	$ 25.45	1,874,465	I	See footnotes ⁽¹⁾ ⁽²⁾ ⁽³⁾ ⁽⁴⁾
Class B Common Stock	01/10/2007		C⁽⁶⁾		108,599	A	$ 25.55	1,983,064	I	See footnotes ⁽¹⁾ ⁽²⁾ ⁽³⁾ ⁽⁴⁾

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

Variable Prepaid Forward (call equivalent)

$ 25.45

12/04/2006

C⁽⁵⁾

13,910

12/04/2006

Class B Common Stock

⁽⁵⁾

See footnotes ⁽⁴⁾ ⁽⁵⁾

Variable Prepaid Forward (call equivalent)

$ 25.55

01/10/2007

C⁽⁶⁾

108,599

01/10/2007

Class B Common Stock

⁽⁶⁾

See footnotes ⁽⁴⁾ ⁽⁶⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
GOLDMAN SACHS GROUP INC/ 85 BROAD ST NEW YORK, NY 10004				See footnotes 2 and 3
GOLDMAN SACHS & CO 85 BROAD STREET NEW YORK, NY 10004				See footnotes 2 and 3
GSCP V ADVISORS, LLC 85 BROAD STREET NEW YORK, NY 10004				See footnotes 2 and 3
GSCP V OFFSHORE ADVISORS LLC 85 BROAD STREET NEW YORK, NY 10004				See footnotes 2 and 3
GS ADVISORS V LLC 85 BROAD STREET NEW YORK, NY 10004				See footnotes 2 and 3
GOLDMAN SACHS MANAGEMENT GP GMBH MESSETURM 60308 FRANKFURT AM MAIN GERMANY, 2M 00000				See footnotes 2 and 3
GS CAPITAL PARTNERS V FUND LP 85 BROAD STREET NEW YORK, NY 10004				See footnotes 2 and 3
GS CAPITAL PARTNERS V OFFSHORE FUND LP 85 BROAD STREET NEW YORK, NY 10004				See footnotes 2 and 3
GS CAPITAL PARTNERS V GmbH & CO KG 85 BROAD STREET NEW YORK, NY 10004				See footnotes 2 and 3
GS Capital Partners V Institutional L P 85 BROAD ST NEW YORK, NY 10004				See footnotes 2 and 3

Signatures

/s/ Yvette Kosic, Attorney-in-fact		02/02/2007
^**Signature of Reporting Person		Date
/s/ Yvette Kosic, Attorney-in-fact		02/02/2007
^**Signature of Reporting Person		Date
/s/ Yvette Kosic, Attorney-in-fact		02/02/2007
^**Signature of Reporting Person		Date
/s/ Yvette Kosic, Attorney-in-fact		02/02/2007
^**Signature of Reporting Person		Date
/s/ Yvette Kosic, Attorney-in-fact		02/02/2007
^**Signature of Reporting Person		Date
/s/ Yvette Kosic, Attorney-in-fact		02/02/2007
^**Signature of Reporting Person		Date
/s/ Yvette Kosic, Attorney-in-fact		02/02/2007
^**Signature of Reporting Person		Date
/s/ Yvette Kosic, Attorney-in-fact		02/02/2007
^**Signature of Reporting Person		Date
/s/ Yvette Kosic, Attorney-in-fact		02/02/2007
^**Signature of Reporting Person		Date
/s/ Yvette Kosic, Attorney-in-fact		02/02/2007
^**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)	This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman, Sachs & Co. ("Goldman Sachs"), GSCP V Advisors, L.L.C. ("GSCP Advisors"), GSCP V Offshore Advisors, L.L.C. ("GSCP Offshore Advisors"), GS Advisors V, L.L.C. ("GS Advisors"), Goldman, Sachs Management GP GmbH ("GS GmbH"), GS Capital Partners V Fund, L.P. ("GS Capital"), GS Capital Partners V Offshore Fund, L.P. ("GS Offshore"), GS Capital Partners V GmbH & CO. KG ("GS Germany") and GS Capital Partners V Institutional, L.P. ("GS Institutional" and, together with GS Capital, GS Offshore and GS Germany, the "Funds") (GS Group, Goldman Sachs, GSCP Advisors, GSCP Offshore Advisors, GS Advisors, GS GmbH and the Funds, collectively, the "Reporting Persons").
(2)	As a result of an agreement by a group of investors, which includes affiliates of GS Group and Goldman Sachs, to acquire all of the outstanding shares of Aramark Corporation (the "Company"), as disclosed by the Company on a Form 8-K filed with the Securities and Exchange Commission on May 1, 2006, the Reporting Persons, together with the other investors and certain of their affiliates, may be deemed to constitute a "group", within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, that beneficially owns more than 10% of the outstanding shares of Class A Common Stock and Class B Common Stock of the Company. The acquisition of the Company closed on January 26, 2007.
(3)	This Form 4 shall not be deemed an admission that any Reporting Person is a beneficial owner of any shares of Class A Common Stock or Class B Common Stock for any purpose, other than the securities reported in Tables I and II of this Form 4. Each of the Reporting Persons disclaims beneficial ownership of the securities reported in Table I and II except to the extent of its pecuniary interest therein, if any.
(4)	The securities reported herein may be deemed to be beneficially owned indirectly by GS Group by reason of the direct ownership of such securities by Goldman Sachs or another direct or indirect wholly-owned subsidiary of GS Group ("GS"). Goldman Sachs is a direct and indirect wholly-owned subsidiary of GS Group.
(5)	On December 4, 2006, GS received 13,910 shares of Class B Common Stock, in connection with the physical settlement of the pre-paid variable share forward contract GS entered into on December 4, 2002. Under the contract, GS paid cash in the amount of $354,000 on the date the contract was entered into, in exchange for the delivery of such shares, with the number of shares delivered calculated pursuant to a formula included in such forward contract.
(6)	On January 10, 2007, GS received an aggregate of 108,599 shares of Class B Common Stock, in connection with the physical settlement of pre-paid variable share forward contracts GS entered into on December 4, 2002. Under the contracts, GS paid cash in the amount of $2,774,770.60 on the date the contracts were entered into, in exchange for the delivery of such shares, with the number of shares delivered calculated pursuant to a formula included in such forward contracts.

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