UNITED STATES
SECURITIES EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
MUELLER WATER PRODUCTS, INC.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
624758108
(CUSIP Number)
February 26, 2008
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[] Rule 13d-1(b)
[X] Rule 13d-1(c)
[] 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).
Continued on following pages
1.
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
SOCIETE GENERALE
2.
Check the Appropriate Box if a Member of a Group
(a) []
(b) []
3.
SEC Use Only
4.
Citizenship or Place of Organization
France
Number of Shares Beneficially Owned by Each Reporting Person With
5.
Sole Voting Power
1,438,878
6.
Shared Voting Power
0
7.
Sole Dispositive Power
1,438,878
8.
Shared Dispositive Power
0
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
1,438,878
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)
[]
11.
Percent of Class Represented by Amount in Row (9)
4.927%
12.
Type of Reporting Person:
OO
1.
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
SG AMERICAS SECURITIES, LLC
2.
Check the Appropriate Box if a Member of a Group
(a) []
(b) []
3.
SEC Use Only
4.
Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person With
5.
Sole Voting Power
29,253
6.
Shared Voting Power
0
7.
Sole Dispositive Power
29,253
8.
Shared Dispositive Power
0
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
29,253
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)
[]
11.
Percent of Class Represented by Amount in Row (9)
0.1002%
12.
Type of Reporting Person:
OO; BD
Item 1(a).
Name of Issuer:
Mueller Water Products, Inc. (the "Issuer")
Item 1(b).
Address of Issuer's Principal Executive Offices:
1200 Abernathy Road, NE Suite, Atlanta, GA, 30328, United States
Item 2(a).
Name of Person Filing
This Statement is filed on behalf of each of the following persons
(collectively, the "Reporting Persons"):
i) Societe Generale ("SocGen"); and,
ii) SG Americas Securities, LLC ("SGAS").
SGAS is a Delaware limited liability company and a wholly-owned
subsidiary of SocGen, a French bank. SGAS is also a broker-dealer
registered under Section 15 of the Securities Exchange Act
of 1934,as amended, and a member of the New York Stock Exchange,
Inc. and the National Association of Securities Dealers, Inc.
Item 2(b).
Address of Principal Business Office or, if None, Residence
The address of the principal business office of SocGen is
29 Boulevard Haussmann,75009, Paris, France.
The address of SGAS is 1221 Avenue of the Americas,
New York, 10020.
Item 2(c).
Citizenship
i) SocGen is a French company; and,
ii) SGAS is a Delaware limited liability company.
Item 2(d).
Title of Class of Securities:
Common Stock, par value $0.01 per share (the "Shares")
Item 2(e).
CUSIP Number:
624758108
Item 3.
If This Statement is Filed Pursuant to 240.13d-1(b)or
240.13d-2(b) or (c), Check Whether the Person Filing is a:
(a)
[]Broker or dealer registered under Section 15 of the Exchange Act.
(b)
[]Bank as defined in Section 3(a)(6) of the Exchange Act.
(c)
[]Insurance company as defined in Section 3(a)(19) of the Exchange
Act.
(d)
[]Investment company registered under Section 8 of the
Investment Company Act.
(e)
[]An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f)
[]An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F).
(g)
[]A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G).
(h)
[]A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act.
(i)
[]A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the
Investment Company Act.
(j)
[]Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Item 4.
Ownership:
Item 4(a)
Amount Beneficially Owned:
As of February 26, 2008, each of SocGen and SGAS may be deemed
to beneficially own 1,468,131 of the Class A Common Shares
of the Issuer.
Item 4(b)
Percent of Class:
The number of Shares of which SocGen and SGAS may be deemed
to be the beneficial owner of constitutes 5.028% of the total
number of Shares outstanding (based upon information provided
by the Issuer in its most recent quarterly report on Form 10-Q,
there were 29,199,935 Shares outstanding as of December 31, 2007).
Item 4(c)
Number of Shares of which such person has:
SocGen and SGAS:
(i)
Sole power to vote or direct the vote:
1,468,131
(ii) Shared power to vote or direct the vote:
0
(iii) Sole power to dispose or direct the disposition of:
1,468,131
(iv) Shared power to dispose or direct the disposition of:
0
Item 5.
Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities,
check the following.
[]
Item 6.
Ownership of More than Five Percent on Behalf of Another Person:
This Item 6 is not applicable
Item 7.
Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding Company:
This Item 7 is not applicable.
Item 8.
Identification and Classification of Members of the Group:
This Item 8 is not applicable.
Item 9.
Notice of Dissolution of Group:
This Item 9 is not applicable.
Item 10.
Certification:
By signing below each of the Reporting Persons certifies that, to the
best of their knowledge and belief, the securities referred to above
were not acquired and are not held for the purpose of or with the
effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with
or as a participant in any transaction having that purpose or effect.
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.
Date: March 4, 2008
SOCIETE GENERALE
By: _/s/ Francois Barthelemy____
Name: Francois Barthelemy
Title: Managing Director
Date: March 4, 2008
SG AMERICAS SECURITIES, LLC
By: Societe Generale
Its Sole Member
By: _/s/ Francois Barthelemy____
Name: Francois Barthelemy
Title: Managing Director
SCHEDULE 13G
CUSIP No.: 624758108