SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* ASP ADS Investco, LLC (Last) (First) (Middle) C/O AMERICAN SECURITIES LLC 299 PARK AVENUE, 34TH FLOOR (Street) NEW YORK NY 10171 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 07/24/2014	3. Issuer Name and Ticker or Trading Symbol ADVANCED DRAINAGE SYSTEMS, INC. [ WMS ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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)
Common Stock	19,561,194	D(1)(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* ASP ADS Investco, LLC (Last) (First) (Middle) C/O AMERICAN SECURITIES LLC 299 PARK AVENUE, 34TH FLOOR (Street) NEW YORK NY 10171 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* American Securities Partners V, L.P. (Last) (First) (Middle) C/O AMERICAN SECURITIES LLC 299 PARK AVENUE, 34TH FLOOR (Street) NEW YORK NY 10171 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below) (See Remarks below)

1. Name and Address of Reporting Person* American Securities Partners V(B), L.P. (Last) (First) (Middle) C/O AMERICAN SECURITIES LLC 299 PARK AVE, 34TH FLOOR (Street) NEW YORK NY 10171 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below) (See Remarks below)

1. Name and Address of Reporting Person* American Securities Partners V (C) L.P. (Last) (First) (Middle) C/O AMERICAN SECURITIES LLC 299 PARK AVE, 34TH FLOOR (Street) NEW YORK NY 10171 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below) (See Remarks below)

1. Name and Address of Reporting Person* American Securities Associates V, LLC (Last) (First) (Middle) C/O AMERICAN SECURITIES LLC 299 PARK AVE, 34TH FLOOR (Street) NEW YORK NY 10171 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below) (See Remarks below)

1. Name and Address of Reporting Person* AMERICAN SECURITIES LLC (Last) (First) (Middle) 299 PARK AVENUE 34TH FLOOR (Street) NEW YORK NY 10171 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below) (See Remarks below)

Explanation of Responses:

1. The shares are directly owned by ASP ADS Investco, LLC ("ASPADS") and may also be deemed to be indirectly beneficially owned by: (i) American Securities Partners V, L.P., American Securities Partners V(B), L.P. and American Securities Partners V(C), L.P. (each, a "Sponsor"), the owners of membership interests in ASPADS; and (ii) American Securities Associates V, LLC ("GP"), the general partner of each Sponsor. American Securities LLC provides investment advisory services to each Sponsor.

2. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Remarks:

Exhibit 99.1 Joint Filer Information, incorporated herein by reference.

	ASP ADS Investco, LLC By: ASP Manager Corp., its manager By: /s/ Michael G. Fisch, President	07/24/2014
	American Securities Partners V, L.P. By: American Securities Associates V, LLC, its general partner By: /s/ Michael G. Fisch, as Managing Member	07/24/2014
	American Securities Partners V(B), L.P. By: American Securities Associates V, LLC, its general partner By: /s/ Michael G. Fisch, as Managing Member	07/24/2014
	American Securities Partners V(C), L.P. By: American Securities Associates V, LLC, its general partner By: /s/ Michael G. Fisch, as Managing Member	07/24/2014
	American Securities Associates V, LLC By: /s/ Michael G. Fisch, as Managing Member	07/24/2014
	American Securities LLC By: /s/ Michael G. Fisch, as President and Chief Executive Officer	07/24/2014
	** Signature of Reporting Person	Date
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