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 *   PAULS DOUGLAS J 2. Date of Event Requiring Statement (Month/Day/Year) 01/27/2011 3. Issuer Name and Ticker or Trading Symbol BankUnited, Inc. [BKU] (Last) (First) (Middle) C/O BANKUNITED, INC., 14817 OAK LANE 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Financial Officer 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) MIAMI LAKES, FL 33016 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, par value $0.01 per share 325,649 (1) D Â

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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
Common Stock Option (right to buy)	  (2)	09/01/2019	Common Stock, par value $0.01 per share	181,399	$ 27	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
PAULS DOUGLAS J C/O BANKUNITED, INC. 14817 OAK LANE MIAMI LAKES, FL 33016	Â	Â	  Chief Financial Officer	Â

Signatures

/s/ Douglas J. Pauls		01/27/2011
**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 77,270 shares of restricted common stock. In connection with the reorganization transactions (the "Reorganization") described in the BankUnited, Inc. Registration Statement on Form S-1 (File No. 333-170203) (the "Registration Statement"), one-sixth of these shares vested on September 1, 2010, one-half will vest on the date of the Reorganization (expected February 2, 2011) and one-sixth will vest on each of September 1, 2011 and September 1, 2012.
(2)	Includes 181,399 options. In connection with the Reorganization described in the Registration Statement, one-sixth of these options vested on September 1, 2010, one-half will vest on the date of the Reorganization (expected February 2, 2011) and one-sixth will vest on each of September 1, 2011 and September 1, 2012.

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