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, 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 *
  HENDRIX BLAIR E
2. Date of Event Requiring Statement (Month/Day/Year)
11/02/2006
3. Issuer Name and Ticker or Trading Symbol
Innophos Holdings, Inc. [(IPHS)]
(Last)
(First)
(Middle)
C/O BAIN CAPITAL PARTNERS, LLC, 111 HUNTINGTON AVE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

BOSTON 02199
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 59,104
I
See foot note (1) (2)

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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HENDRIX BLAIR E
C/O BAIN CAPITAL PARTNERS, LLC
111 HUNTINGTON AVE
BOSTON 02199
  X      

Signatures

/s/ Blair Hendrix 11/02/2006
**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) Mr. Hendrix is a general partner of BCIP Associates III and BCIP Trust Associates III, which are the managers of BCIP Assoicates III, LLC and BCIP Trust Associates III, LLC, respectivly. By virtue of his relationship with these entities, Mr. Hendrix may be deemed to share voting and dispositive power with respect to the 59,104 shares held by these entities
(2) Mr. Hendrix disclaims beneficial ownership of the securities held by each entities referred to in the foregoing footnote except to his pecuniary interest therein

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