UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
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Allison Transmission Holdings, Inc.
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(Name of Issuer)
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Common Stock, $0.01 par value per share
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(Title of Class of Securities)
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01973R101
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(CUSIP Number)
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December 31, 2015
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(Date of Event Which Requires Filing of this Statement)
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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
£ Rule 13d-1(b)
£ Rule 13d-1(c)
£ Rule 13d-1(c)
T Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No. 01973R101
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13G
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Page 2 of 5 Pages
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1.
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NAME OF REPORTING PERSON
Longview Asset Management, LLC
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) £
(b) £
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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5.
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SOLE VOTING POWER
— |
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6.
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SHARED VOTING POWER
8,779,763 |
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7.
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SOLE DISPOSITIVE POWER
— |
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8.
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SHARED DISPOSITIVE POWER
8,779,763 |
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,779,763 |
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
£
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.13% |
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12.
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TYPE OF REPORTING PERSON
IA |
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2
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CUSIP No. 01973R101
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13G
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Page 3 of 5 Pages
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Item 1(a).
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Name of Issuer:
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Allison Transmission Holdings, Inc.
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
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One Allison Way, Indianapolis, Indiana 46222
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Item 2(a).
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Name of Person Filing:
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Longview Asset Management, LLC (“Longview”)
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Item 2(b).
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Address of Principal Business Office or, if none, Residence:
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222 N. LaSalle Street, Suite 2000, Chicago, Illinois 60601
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Item 2(c).
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Citizenship:
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Delaware
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Item 2(d).
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Title of Class of Securities:
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Common Stock, $0.01 par value per share
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Item 2(e).
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CUSIP Number:
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0197 R101
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Item 3.
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), indicate type of person filing.
Not applicable.
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Item 4.
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Ownership.
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(a)
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Amount beneficially owned: See row 9 of the cover page.
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(b)
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Percent of class: See row 11 of the cover page.
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(c)
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Number of shares as to which such person has:
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(i) Sole power to vote or direct the vote: See row 5 of the cover page.
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(ii) Shared power to vote or direct the vote: See row 6 of the cover page.
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(iii) Sole power to dispose or to direct the disposition of: See row 7 of the cover page.
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(iv) Shared power to dispose or to direct the disposition of: See row 8 of the cover page.
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Percent of class is based on (i) the number of shares held by Longview as of December 31, 2015 and (ii) the number of shares of common stock outstanding as of October 13, 2015 (171,031,830 shares) as reported by the Issuer in its most recent Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on October 27, 2015.
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3
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CUSIP No. 01973R101
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13G
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Page 4 of 5 Pages
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Item 5.
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Ownership of Five Percent or Less of a Class.
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Not applicable.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Not applicable.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
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Not applicable.
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Item 8.
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Identification and Classification of Members of the Group.
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Not applicable.
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Item 9.
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Notice of Dissolution of Group.
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Not applicable.
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Item 10.
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Certifications.
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Not applicable.
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4
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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February 11, 2016
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Longview Asset Management, LLC
By: /s/Aaron Rappaport
Name: Aaron Rappaport
Title: Vice President and Chief Compliance Officer
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