<SEC-DOCUMENT>0001179110-15-012829.txt : 20150901
<SEC-HEADER>0001179110-15-012829.hdr.sgml : 20150901
<ACCEPTANCE-DATETIME>20150901194934
ACCESSION NUMBER:		0001179110-15-012829
CONFORMED SUBMISSION TYPE:	3
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20150901
FILED AS OF DATE:		20150901
DATE AS OF CHANGE:		20150901

ISSUER:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			HCP, INC.
		CENTRAL INDEX KEY:			0000765880
		STANDARD INDUSTRIAL CLASSIFICATION:	REAL ESTATE INVESTMENT TRUSTS [6798]
		IRS NUMBER:				330091377
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			1231

	BUSINESS ADDRESS:	
		STREET 1:		1920 MAIN STREET
		STREET 2:		SUITE 1200
		CITY:			IRVINE
		STATE:			CA
		ZIP:			92614
		BUSINESS PHONE:		949-407-0700

	MAIL ADDRESS:	
		STREET 1:		1920 MAIN STREET
		STREET 2:		SUITE 1200
		CITY:			IRVINE
		STATE:			CA
		ZIP:			92614

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	HEALTH CARE PROPERTY INVESTORS INC
		DATE OF NAME CHANGE:	19920703

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			Hutchens James Justin
		CENTRAL INDEX KEY:			0001410715

	FILING VALUES:
		FORM TYPE:		3
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-08895
		FILM NUMBER:		151088368

	MAIL ADDRESS:	
		STREET 1:		C/O HCP, INC.
		STREET 2:		1920 MAIN STREET, SUITE 1200
		CITY:			IRVINE
		STATE:			CA
		ZIP:			92614
</SEC-HEADER>
<DOCUMENT>
<TYPE>3
<SEQUENCE>1
<FILENAME>edgar.xml
<DESCRIPTION>FORM 3 -
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0206</schemaVersion>

    <documentType>3</documentType>

    <periodOfReport>2015-09-01</periodOfReport>

    <noSecuritiesOwned>0</noSecuritiesOwned>

    <issuer>
        <issuerCik>0000765880</issuerCik>
        <issuerName>HCP, INC.</issuerName>
        <issuerTradingSymbol>HCP</issuerTradingSymbol>
    </issuer>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001410715</rptOwnerCik>
            <rptOwnerName>Hutchens James Justin</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>1920 MAIN STREET</rptOwnerStreet1>
            <rptOwnerStreet2>SUITE 1200</rptOwnerStreet2>
            <rptOwnerCity>IRVINE</rptOwnerCity>
            <rptOwnerState>CA</rptOwnerState>
            <rptOwnerZipCode>92614</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>1</isOfficer>
            <isTenPercentOwner>0</isTenPercentOwner>
            <isOther>0</isOther>
            <officerTitle>EVP and CIO - Sr Housing/Care</officerTitle>
            <otherText></otherText>
        </reportingOwnerRelationship>
    </reportingOwner>

    <nonDerivativeTable>
        <nonDerivativeHolding>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>0</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>D</value>
                </directOrIndirectOwnership>
            </ownershipNature>
        </nonDerivativeHolding>
    </nonDerivativeTable>

    <derivativeTable></derivativeTable>

    <footnotes></footnotes>

    <ownerSignature>
        <signatureName>Troy E. McHenry, SVP, Legal and Human Resources (Attorney-In-Fact)</signatureName>
        <signatureDate>2015-09-01</signatureDate>
    </ownerSignature>
</ownershipDocument>
</XML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>2
<FILENAME>hutchenspoa.txt
<TEXT>
POWER OF ATTORNEY

          KNOW ALL PERSONS BY THESE PRESENTS that the undersigned
hereby constitutes, designates and appoints James W. Mercer and
Troy E. McHenry as such person's true and lawful attorneys-in-
fact and agents, each with full power of substitution and
resubstitution and full power to act alone and without the other,
for the undersigned and in the undersigned's name, place and
stead, in any and all capacities, to:

(a)     prepare, execute in the undersigned's name and on the
undersigned's behalf, and submit to the U.S. Securities and
Exchange Commission (the "SEC") a Form ID (or any successor form),
including amendments thereto, and any other documents necessary
or appropriate to obtain codes and passwords enabling the
undersigned to make electronic filings with the SEC of reports
required by Section 16(a) or any rule or regulation of the SEC
promulgated thereunder;

(b)     execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer of HCP, Inc. (the "Company"),
Forms 3, 4, and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder (or any
successor forms);

(c)     do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and
execute any such Form 3, 4, or 5, complete and execute any
amendment or amendments thereto, and timely file such form with
the SEC and any stock exchange or similar authority; and

(d)     take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of such
attorney-in-fact, may be of benefit to, in the best interest of,
or legally required by, the undersigned, it being understood that
the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such
attorney-in-fact may approve in such attorney-in-fact's
discretion.

          The undersigned hereby grants to each such attorney-in-
fact full power and authority to do and perform any and every act
and thing whatsoever requisite, necessary, or proper to be done
in the exercise of any of the rights and powers herein granted,
as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution
or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or
substitutes, shall lawfully do or cause to be done by virtue of
this power of attorney and the rights and powers herein granted.
The undersigned acknowledges that the foregoing attorneys-in-fact,
in serving in such capacity at the request of the undersigned,
are not assuming, nor is the Company assuming any of the
undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.

          This Power of Attorney shall remain in full force and
effect until the undersigned is no longer required to file Forms
3, 4, and 5 with respect to the undersigned's holdings of and
transactions in securities issued by the Company, unless earlier
revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

          IN WITNESS WHEREOF, the undersigned has executed this
instrument as of the 28th day of August, 2015.


/s/ J. Justin Hutchens
Name:  J. Justin Hutchens

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
