FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Parsadoust Ali		 2. Date of Event Requiring Statement (MM/DD/YYYY)
1/1/2023 

 3. Issuer Name and Ticker or Trading Symbol

Babylon Holdings Ltd [BBLN]
(Last)        (First)        (Middle)

2500 BEE CAVE ROAD, BLDG. 1, SUITE 400		 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                          ___X___ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
Chief Executive Officer /
(Street)

AUSTIN, TX 78746      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

6. Individual or Joint/Group Filing(Check Applicable Line)

_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

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 ordinary shares 4693983 I By ALP Partners Limited 
Class A ordinary shares (earnout shares) 1552000 (1)I By ALP Partners Limited 
Class A ordinary shares 160000 D  
Class A ordinary shares 503 I By Spouse 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)		2. Date Exercisable and Expiration Date
(MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance share units  (2) (2)Class A ordinary shares 160000.0  (3)D  
Restricted share units  (4) (4)Class A ordinary shares 2088.0  (3)I By Spouse 
Explanation of Responses:
(1) The earnout shares are subject to transfer restrictions which are to be released in four equal portions subject to achieving milestones on the trading price of the Class A ordinary shares on the NYSE of $312.50, $375, $437.50 and $500, within and for specified time periods. If the milestones are not met, all of the earnout shares for which the applicable milestone has not been met will be automatically converted into redeemable shares which the issuer can redeem for $1.00.
(2) The performance share units ("PSUs") were awarded under the Babylon Holdings Limited 2021 Equity Incentive Plan (the "2021 Plan") and vest in three tranches consisting of 50%, 25% and 25% of the PSUs. Each such tranche of PSUs vests upon the earlier of the date on which the issuer's (i) Class A ordinary shares achieve a specified price per share or (ii) market capitalization in respect of its Class A ordinary shares meets a specified dollar threshold. Vested PSUs will be settled in shares or cash as soon as administratively practicable after vesting, but in no event more than 60 days after the PSUs' vesting date.
(3) Each RSU and PSU represents a contingent right to receive one Class A ordinary share.
(4) The restricted share units ("RSUs") were awarded under the 2021 Plan and are made up of three separate awards. The first award for 497 Class A ordinary shares vests on March 14, 2025. The second award for 1,360 Class A ordinary shares vests in equal quarterly installments beginning February 1, 2023. The third award for 231 Class A ordinary shares vests in equal quarterly installments beginning March 14, 2023. Vested RSUs will be settled in shares or cash as soon as administratively practicable after vesting, but in no event more than 60 days after the RSUs' vesting date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Parsadoust Ali
2500 BEE CAVE ROAD
BLDG. 1, SUITE 400
AUSTIN, TX 78746		XXChief Executive Officer
Signatures
/s/ Ali Parsadoust1/10/2023
**Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*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).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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