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 *   Penske Roger S Jr 2. Date of Event Requiring Statement (Month/Day/Year) 01/03/2007 3. Issuer Name and Ticker or Trading Symbol UNITED AUTO GROUP INC [UAG] (Last) (First) (Middle) 2555 TELEGRAPH RD. 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) BLOOMFIELD HILLS, MI 48302 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 (Restricted Shares) 4,200 (1) D   Common Stock (Restricted Shares) 5,100 (2) D   Common Stock (Restricted Shares) 6,000 (3) D   Common Stock 44,090 D Â

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	02/22/2005	02/22/2012	Employee Stock Option (right to buy)	10,000	$ 10.48	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Penske Roger S Jr 2555 TELEGRAPH RD. BLOOMFIELD HILLS, MI 48302	Â	Â	  President	Â

Signatures

/s/ Shane M. Spradlin, Attorney in fact		01/09/2007
**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)	One Thousand Two Hundred (1,200) shares vest on June 1, 2007 and Three Thousand (3,000) shares vest on June 1, 2008.
(2)	Nine Hundred (900) shares vest on June 1, 2007, One Thousand Two Hundred (1,200) shares vest on June 1, 2008 and Three Thousand (3,000) shares vest on June 1, 2009.
(3)	Fifteen percent (15%) of the shares vest on June 1, 2007, fifteen percent (15%) of the shares vest on June 1, 2008, twenty percent (20%) of the shares vest on June 1, 2009 and the remainder of the shares vest on June 1, 2010.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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