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SEC FORM 13F-HR

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 13F

FORM 13F COVER PAGE

OMB APPROVAL
OMB Number:3235-0006
Expires:Oct 31, 2018
Estimated average burden
hours per response:23.8
Report for the Calendar Year or Quarter Ended:09-30-2016
Check here if Amendment  Amendment Number:
This Amendment (Check only one.):  is a restatement.
  adds new holdings entries.
Institutional Investment Manager Filing this Report:
Name:STEEL PARTNERS HOLDINGS L.P.
Address:590 MADISON AVENUE, 32ND FLOOR
NEW YORK, NY  10022
Form 13F File Number:028-14001

The institutional investment manager filing this report and the person by whom it is signed hereby represent that the person signing the report is authorized to submit it, that all information contained herein is true, correct and complete, and that it is understood that all required items, statements, schedules, lists, and tables, are considered integral parts of this form.

Person Signing this Report on Behalf of Reporting Manager:
Name:Jack L. Howard
Title:President of General Partner of Reporting Manager
Phone:212-520-2300
Signature, Place, and Date of Signing:
/s/ Jack L. HowardNew York,  NY11-11-2016
[Signature][City, State][Date]
Report Type (Check only one.):
X13F HOLDINGS REPORT. (Check here if all holdings of this reporting manager are reported in this report.)
  13F NOTICE. (Check here if no holdings reported are in this report, and all holdings are reported by other reporting manager(s).)
  13F COMBINATION REPORT. (Check here if a portion of the holdings for this reporting manager are reported in this report and a portion are reported by other reporting manager(s).)
Form 13F Summary Page
Report Summary:
Number of Other Included Managers:3
Form 13F Information Table Entry Total:9
Form 13F Information Table Value Total:324,607
(thousands)
List of Other Included Managers:
Provide a numbered list of the name(s) and Form 13F file number(s) of all institutional investment managers with respect to which this report is filed, other than the manager filing this report.
[If there are no entries in this list, state “NONE” and omit the column headings and list entries.]
No.Form 13F File NumberName
1028-14563SPH Group Holdings LLC
2028-14887SPH Group LLC
3028-14886Steel Partners Holdings GP Inc.
SEC FORM 13-F Information Table

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 13F

FORM 13F INFORMATION TABLE

OMB APPROVAL
OMB Number:3235-0006
Expires:Oct 31, 2018
Estimated average burden
hours per response:23.8
COLUMN 1COLUMN 2COLUMN 3COLUMN 4COLUMN 5COLUMN 6COLUMN 7COLUMN 8
VALUESHRS ORSH/PUT/INVESTMENTOTHERVOTING AUTHORITY
NAME OF ISSUERTITLE OF CLASSCUSIP(x$1000)PRN AMTPRNCALLDISCRETIONMANAGERSOLESHAREDNONE
AARON'S INCCOM0025353009,447371,656SH OTR1, 2, 30371,6560
AEROJET ROCKETDYNE HOLDINGSCOM00780010573,5024,180,997SH OTR1, 2, 304,180,9970
AVIAT NETWORKS INCCOM05366Y2016,227670,240SH OTR1, 2, 30670,2400
FORBES ENERGY SERVICES LTDCOM3451431014533,166,541SH OTR1, 2, 303,166,5410
HANDY & HARMAN LTDCOM410315105185,1838,801,474SH OTR1, 2, 308,801,4740
HC2 HOLDINGS INCCOM4041391075,4501,000,000SH OTR1, 2, 301,000,0000
MODUSLINK GLOBAL SOLUTIONS ICOM60786L20627,02216,476,730SH OTR1, 2, 3016,476,7300
MODUSLINK GLOBAL SOLUTIONS INOTE60786LAB33,8785,000,000PRN OTR1, 2, 305,000,0000
STEEL PARTNERS HOLDINGS LPLTD PRTRSHIP U85814R10713,445936,968SH OTR1, 2, 30936,9680