Name of Reporting Persons:

Blackstone Management Associates III L.L.C.

Check the Appropriate Box if a Member of a Group

(a)  ¨        (b)  x

SEC Use Only

Citizenship or Place of Organization:

Delaware

NUMBER OF

SHARES

BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

Sole Voting Power:

40,295,507

Shared Voting Power:

0

Sole Dispositive Power:

40,295,507

Shared Dispositive Power:

0

  9.

Aggregate Amount Beneficially Owned by Each Reporting Person:

40,295,507

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

¨

11.

Percent of Class Represented by Amount in Row (9):

63.9%

12.

Type of Reporting Person (See Instructions):

OO

Name of Reporting Persons:

Blackstone Capital Partners III Merchant Banking Fund L.P.

Check the Appropriate Box if a Member of a Group

(a)  ¨        (b)  x

SEC Use Only

Citizenship or Place of Organization:

Delaware

NUMBER OF

SHARES

BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

Sole Voting Power:

32,149,860

Shared Voting Power:

0

Sole Dispositive Power:

32,149,860

Shared Dispositive Power:

0

  9.

Aggregate Amount Beneficially Owned by Each Reporting Person:

32,149,860

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

¨

11.

Percent of Class Represented by Amount in Row (9):

51.0%

12.

Type of Reporting Person (See Instructions):

PN

Name of Reporting Persons:

Blackstone Offshore Capital Partners III L.P.

Check the Appropriate Box if a Member of a Group

(a)  ¨        (b)  x

SEC Use Only

Citizenship or Place of Organization:

Cayman Islands

NUMBER OF

SHARES

BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

Sole Voting Power:

5,727,916

Shared Voting Power:

0

Sole Dispositive Power:

5,727,916

Shared Dispositive Power:

0

  9.

Aggregate Amount Beneficially Owned by Each Reporting Person:

5,727,916

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

¨

11.

Percent of Class Represented by Amount in Row (9):

9.1%

12.

Type of Reporting Person (See Instructions):

PN

Name of Reporting Persons:

Stephen A. Schwarzman

Check the Appropriate Box if a Member of a Group

(a)  ¨        (b)  x

SEC Use Only

Citizenship or Place of Organization:

United States

NUMBER OF

SHARES

BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

Sole Voting Power:

40,295,507

Shared Voting Power:

0

Sole Dispositive Power:

40,295,507

Shared Dispositive Power:

0

  9.

Aggregate Amount Beneficially Owned by Each Reporting Person:

40,295,507

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

¨

11.

Percent of Class Represented by Amount in Row (9):

63.9%

12.

Type of Reporting Person (See Instructions):

IN

Item 1.

Graham Packaging Company Inc. (the “Company”)

2401 Pleasant Valley Road

York, PA 17602

Item 2(a).

Item 2(b).

Item 2(c).

Item 2(d).

Item 2(e).

Item 3.

(a)    [    ] Broker or dealer registered under Section 15 of the Act,

(b)    [    ] Bank as defined in Section 3(a)(6) of the Act,

(c)    [    ] Insurance Company as defined in Section 3(a)(19) of the Act,

(d)    [    ] Investment Company registered under Section 8 of the Investment Company Act of 1940,

(e)    [    ] Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E),

(f)     [    ] Employee Benefit Plan or Endowment Fund in accordance with 13d-1 (b)(1)(ii)(F),

(g)    [    ] Parent Holding Company or control person in accordance with Rule 13d-1 (b)(1)(ii)(G),

(h)    [    ] Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act,

(i)     [    ] Church Plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940,

(j)     [    ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

Item 4.

(a)    Amount beneficially owned:

As of December 31, 2010, 32,149,860 shares of Common Stock were held by Blackstone Capital Partners III Merchant Banking Fund L.P., 5,727,916 shares of Common Stock were held by Blackstone Offshore Capital Partners III L.P. and 2,417,731 shares of Common Stock were held by Blackstone Family Investment Partnership III L.P. Each of the Reporting Persons may be deemed to be the beneficial owner of its respective holdings of Common Stock. Each of BMA, as the general partner of each of the Blackstone Funds, and Mr. Schwarzman, as a founding member of BMA, may be deemed to be the beneficial owner of the 40,295,507 shares of Common Stock held by the Blackstone Funds.

(b)    Percent of class:

As disclosed by the Company in its Amendment No. 1 to the Registration Statement on Form S-1 filed with the Securities and Exchange Commission on December 21, 2010, there were 63,067,261 outstanding shares of Common Stock as of December 10, 2010.

(c)    Number of Shares as to which the Reporting Person has:

Blackstone Management Associates III L.L.C.

(i) Sole power to vote or to direct the vote: 40,295,507

(ii) Shared power to vote or to direct the vote: 0

(iii) Sole power to dispose or to direct the disposition of: 40,295,507

(iv) Shared power to dispose or to direct the disposition of: 0

Blackstone Capital Partners III Merchant Banking Fund L.P.

(i) Sole power to vote or to direct the vote: 32,149,860

(ii) Shared power to vote or to direct the vote: 0

(iii) Sole power to dispose or to direct the disposition of: 32,149,860

(iv) Shared power to dispose or to direct the disposition of: 0

Blackstone Offshore Capital Partners III L.P.

(i) Sole power to vote or to direct the vote: 5,727,916

(ii) Shared power to vote or to direct the vote: 0

(iii) Sole power to dispose or to direct the disposition of: 5,727,916

(iv) Shared power to dispose or to direct the disposition of: 0

Steven Schwarzman

(i) Sole power to vote or to direct the vote: 40,295,507

(ii) Shared power to vote or to direct the vote: 0

(iii) Sole power to dispose or to direct the disposition of: 40,295,507

(iv) Shared power to dispose or to direct the disposition of: 0

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ¨

Not Applicable.

Not Applicable.

Not Applicable.

Not Applicable.

Not Applicable.