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 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 ^*

Gray Myron A

2. Date of Event Requiring Statement (Month/Day/Year)
01/06/2009

3. Issuer Name and Ticker or Trading Symbol
UNITED PARCEL SERVICE INC [UPS]

(Last)

(First)

(Middle)

55 GLENLAKE PARKWAY, NE

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

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Senior Vice President

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

(Street)

ATLANTA, GA 30328

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)
Class A Common Stock	19,936.8841	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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Option to Purchase UPS Class A Common	11/09/2002	11/09/2009	Class A Common Stock	2,497	$ 50	D
Option to Purchase UPS Class A Common	03/30/2004	03/30/2011	Class A Common Stock	3,849	$ 56.9	D
Option to Purchase UPS Class A Common	04/25/2005	04/25/2012	Class A Common Stock	5,152	$ 60.22	D
Option to Purchase UPS Class A Common	05/02/2008	05/02/2013	Class A Common Stock	4,058	$ 62.4	D
Option to Purchase UPS Class A Common	05/04/2009	05/02/2014	Class A Common Stock	4,143	$ 70.7	D
Option to Purchase UPS Class A Common	05/10/2012	05/08/2017	Class A Common Stock	5,048	$ 70.9	D
Option to Purchase UPS Class A Common	⁽¹⁾	05/07/2018	Class A Common Stock	3,837	$ 71.58	D
Option to Purchase UPS Class A Common	05/10/2010	05/08/2015	Class A Common Stock	4,586	$ 72.07	D
Option to Purchase UPS Class A Common	05/02/2011	04/29/2016	Class A Common Stock	4,256	$ 80.88	D
Phantom Stock Units	⁽²⁾	⁽²⁾	Class A Common Stock	4,453.9449	$ ⁽³⁾	D
Restricted Performance Units	⁽¹⁾	05/07/2013	Class A Common Stock	2,754.8848	$ ⁽³⁾	D
Restricted Performance Units	05/03/2009	05/03/2009	Class A Common Stock	1,862.0402	$ ⁽³⁾	D
Restricted Performance Units	05/10/2010	05/10/2010	Class A Common Stock	2,029.901	$ ⁽³⁾	D
Restricted Performance Units	05/01/2011	05/01/2011	Class A Common Stock	1,849.4999	$ ⁽³⁾	D
Restricted Performance Units	05/09/2012	05/09/2012	Class A Common Stock	2,147.6422	$ ⁽³⁾	D
Restricted Stock Units	⁽⁴⁾	10/15/2010	Class A Common Stock	413.343	$ ⁽³⁾	D
Restricted Stock Units	⁽⁴⁾	10/15/2011	Class A Common Stock	445.6039	$ ⁽³⁾	D
Restricted Stock Units	⁽⁴⁾	10/15/2012	Class A Common Stock	660.3406	$ ⁽³⁾	D
Restricted Stock Units	⁽⁴⁾	10/15/2013	Class A Common Stock	1,168	$ ⁽³⁾	D
Restricted Stock Units	01/31/2009	01/31/2009	Class A Common Stock	4,208.3533	$ ⁽³⁾	D
Restricted Stock Units	01/31/2010	01/31/2010	Class A Common Stock	2,159.2075	$ ⁽³⁾	D

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Gray Myron A 55 GLENLAKE PARKWAY, NE ATLANTA, GA 30328			Senior Vice President

Signatures

Robert S. Shaw, Power of Attorney		01/15/2009
^**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)	Securities vest at the rate of 20% annually beginning on May 7, 2009.
(2)	The settlement date of the phantom stock generally will be the earlier of death, disability, retirement or termination of employment.
(3)	One unit is equivalent to one share of UPS Class A Common stock.
(4)	Restricted stock units vest at the rate of 20% on October 15th of each year during the vesting period.
Remarks: graypoa.TXT

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