Sec Form 3 Filing - KKR Sprint (2006) Ltd @ Walgreens Boots Alliance, Inc. - 2014-12-31

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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1. Name and Address of Reporting Person KKR Sprint (2006) Ltd 2. Issuer Name and Ticker or Trading Symbol Walgreens Boots Alliance, Inc. [ WBA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O KOHLBERG KRAVIS ROBERTS & CO. L.P., 9 WEST 57TH STREET, SUITE 4200 3. Date of Earliest Transaction (MM/DD/YY) 12/31/2014 (Street) NEW YORK, NY10019 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 3,563,711 I See Footnotes ( 1 ) ( 8 ) ( 9 ) ( 11 ) Common Stock 2,031,058 I See Footnotes ( 2 ) ( 8 ) ( 9 ) ( 11 ) Common Stock 784,314 I See Footnotes ( 3 ) ( 8 ) ( 9 ) ( 11 ) Common Stock 4,444 I See Footnotes ( 4 ) ( 6 ) ( 8 ) ( 9 ) ( 11 ) Common Stock 15,634 I See Footnotes ( 5 ) ( 6 ) ( 8 ) ( 9 ) ( 11 ) Common Stock 189 I See Footnotes ( 7 ) ( 9 ) ( 11 ) Common Stock 139,689,339 I See Footnotes ( 10 ) ( 11 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other KKR Sprint (2006) Ltd C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK, NY10019 X KKR 2006 Fund (Overseas), Limited Partnership C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK, NY10019 X KKR Associates 2006 (Overseas, Limited Partnership C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK, NY10019 X KKR 2006 LTD C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK, NY10019 X KKR Sprint (European II) Ltd C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK, NY10019 X KKR European Fund II, Limited Partnership C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK, NY10019 X KKR Associates Europe II, Limited Partnership C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK, NY10019 X KKR Europe II LTD C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK, NY10019 X Signatures KKR SPRINT (2006) LIMITED By: /s/ Terence Gallagher Name: Terence Gallagher Title: Attorney-in-fact for William J. Janetscheck, Director 12/31/2014 Signature of Reporting Person Date KKR 2006 FUND(OVERSEAS), LIMITED PARTNERSHIP By:KKR Associates 2006(Overseas), Limited Partnership, its GP By:KKR 2006 Limited, its GP By:/s/Terence Gallagher Name:Terence Gallagher Title:Attorney-in-fact for William J.Janetscheck, Director 12/31/2014 Signature of Reporting Person Date KKR ASSOCIATES 2006 (OVERSEAS), LIMITED PARTNERSHIP By: KKR 2006 Limited, its general partner By: /s/ Terence Gallagher Name: Terence Gallagher Title: Attorney-in-fact for William J. Janetscheck, Director 12/31/2014 Signature of Reporting Person Date KKR 2006 LIMITED By: /s/ Terence Gallagher Name: Terence Gallagher Title: Attorney-in-fact for William J. Janetscheck, Director 12/31/2014 Signature of Reporting Person Date KKR SPRINT (EUROPEAN II) LIMITED By: /s/ Terence Gallagher Name: Terence Gallagher Title: Attorney-in-fact for William J. Janetscheck, Director 12/31/2014 Signature of Reporting Person Date KKR EUROPEAN FUND II, LIMITED PARTNERSHIP By:KKR Associates Europe II, Limited Partnership, its GP By:KKR Europe II Limited, its GP By:/s/Terence Gallagher Name:Terence Gallagher Title:Attorney-in-fact for William J.Janetscheck, Director 12/31/2014 Signature of Reporting Person Date KKR ASSOCIATES EUROPE II, LIMITED PARTNERSHIP By: KKR Europe II Limited, its general partner By: /s/ Terence Gallagher Name: Terence Gallagher Title: Attorney-in-fact for William J. Janetscheck, Director 12/31/2014 Signature of Reporting Person Date KKR EUROPE II LIMITED By: /s/ Terence Gallagher Name: Terence Gallagher Title: Attorney-in-fact for William J. Janetscheck, Director 12/31/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These securities are held directly by KKR Sprint (2006) Limited. KKR 2006 Fund (Overseas), Limited Partnership is the sole shareholder of KKR Sprint (2006) Limited. KKR Associates 2006 (Overseas), Limited Partnership is the general partner of KKR 2006 Fund (Overseas), Limited Partnership. KKR 2006 Limited is the general partner of KKR Associates 2006 (Overseas), Limited Partnership. KK R Fund Holdings L.P. is the sole shareholder of KKR 2006 Limited. ( 2 )These securities are held directly by KKR Sprint (European II) Limited. KKR European Fund II, Limited Partnership is the controlling shareholder of KKR Sprint (European II) Limited. KKR Associates Europe II, Limited Partnership is the general partner of KKR European Fund II, Limited Partnership. KKR Europe II Limited is the general partner of KKR Associates Europe II, Limited Partnership. KKR Fund Holdings L.P. is the sole shareholder of KKR Europe II Limited. ( 3 )These securities are held directly by KKR Sprint (KPE) Limited. KKR PEI Investments, L.P. is the sole shareholder of KKR Sprint (KPE) Limited. KKR PEI Associates, L.P. is the general partner of KKR PEI Investments, L.P. KKR PEI GP Limited is the general partner of KKR PEI Associates, L.P. KKR Fund Holdings L.P. is the sole shareholder of KKR PEI GP Limited. ( 4 )These securities are held directly by KKR European Co-Invest Fund I L.P. KKR MIF Carry Holdings L.P. is the general partner of KKR European Co-Invest Fund I L.P. KKR MIF Carry Limited is the general partner of KKR MIF Carry Holdings L.P. KKR Index Fund Investments L.P. is the sole shareholder of KKR MIF Carry Limited. ( 5 )These securities are held directly by KKR Reference Fund Investments L.P. ( 6 )KKR IFI GP L.P. is the general partner of each of KKR Index Fund Investments L.P. and KKR Reference Fund Investments L.P. KKR IFI Limited is the general partner of KKR IFI GP L.P. KKR Fund Holdings L.P. is the sole shareholder of KKR IFI Limited. ( 7 )These securities are held directly by KKR Associates Reserve LLC. ( 8 )KKR Fund Holdings GP Limited is a general partner KKR Fund Holdings L.P. KKR Group Holdings L.P. is the sole shareholder of KKR Fund Holdings GP Limited and a general partner of KKR Fund Holdings L.P. KKR Group Limited is the general partner of KKR Group Holdings L.P. KKR & Co. L.P. is the sole shareholder of KKR Group Limited. KKR Management LLC is the general partner of KKR & Co. L.P. ( 9 )Messrs. Henry R. Kravis and George R. Roberts are the designated members of KKR Management LLC and the managers of KKR Associates Reserve LLC. ( 10 )These securities are held directly by AB Acquisitions Holdings Limited ("Gibco"). The Reporting Persons jointly control Gibco with affiliates of Stefano Pessina, and therefore may be deemed to indirectly beneficially own the securities held directly by Gibco. ( 11 )Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons and Gibco, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of any securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

Remarks: Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, certain of the Reporting Persons have filed a separate Form 3. Exhibit List: Exhibit 24 - Powers of Attorney.

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 4(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).

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