Schedule 13D

Filed by: LAZARD ASSET MANAGEMENT LLC
Total Shares: 2,539,272
Subject Company: Blackhawk Network Holdings, Inc. - View Complete Ownership History Backtest
Filed as of Date: 03/04/2015
Event Date: 12/31/2014
Overall % Ownership: 20.03
Theoretical performance if you bought this security on the day the filing was released.
Perf 1d Perf 5d Perf 1m Perf 6m Perf 1y Max Gain # Days to Max Gain Max Loss # Days to Max Loss
-1.1811 -3.8808 3.2058 6.9179 -3.6839 34.8425 187 -5.6243 10

Reporting Persons

Name Sole
Voting Power
Shared
Voting Power
Sole
Dispositive Power
Shared
Dispositive Power
Aggregate
Amount Owned
Percent
of class
Not found 1,652,239 0 2,539,272 0 2,539,272 20.03%
View Original Filing on Edgar's

Raw Filing Contents

0001207017-15-000038.txt : 20150304
0001207017-15-000038.hdr.sgml : 20150304
20150304093808
ACCESSION NUMBER:		0001207017-15-000038
CONFORMED SUBMISSION TYPE:	SC 13D
PUBLIC DOCUMENT COUNT:		2
FILED AS OF DATE:		20150304
DATE AS OF CHANGE:		20150304

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			BLACKHAWK NETWORK HOLDINGS, INC
		CENTRAL INDEX KEY:			0001411488
		STANDARD INDUSTRIAL CLASSIFICATION:	FINANCE SERVICES [6199]
		IRS NUMBER:				432099257
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			0103

	FILING VALUES:
		FORM TYPE:		SC 13D
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-87444
		FILM NUMBER:		15671996

	BUSINESS ADDRESS:	
		STREET 1:		6220 STONERIDGE MALL ROAD
		CITY:			PLEASANTON
		STATE:			CA
		ZIP:			94588
		BUSINESS PHONE:		925-226-9990

	MAIL ADDRESS:	
		STREET 1:		6220 STONERIDGE MALL ROAD
		CITY:			PLEASANTON
		STATE:			CA
		ZIP:			94588

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	BLACKHAWK NETWORK HOLDINGS INC
		DATE OF NAME CHANGE:	20070904

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			LAZARD ASSET MANAGEMENT LLC
		CENTRAL INDEX KEY:			0001207017
		IRS NUMBER:				000000000
		STATE OF INCORPORATION:			DE

	FILING VALUES:
		FORM TYPE:		SC 13D

	BUSINESS ADDRESS:	
		STREET 1:		30 ROCKEFELLER PLZ
		STREET 2:		55TH FL.
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10112
		BUSINESS PHONE:		2126321890

	MAIL ADDRESS:	
		STREET 1:		30 ROCKEFELLER PLZ
		STREET 2:		55TH FL.
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10112
SC 13D 1 r13dblkhwk.htm r13daEmerging Market Telecom

SCHEDULE 13D

CUSIP No: 09238E104

1)NAME OF REPORTING PERSON Lazard Asset Management LLC

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: 05-0530199

2)CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a)o (b)o

3)SEC USE ONLY:

4)SOURCE OF FUNDS: OO

5)CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e): o

6)CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

7)SOLE VOTING POWER: 1,652,239

8)SHARED VOTING POWER: -

9)SOLE DISPOSITIVE POWER: 2,539,272

10)SHARED DISPOSITIVE POWER: -

11)AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:2,539,272

12)CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o

13)PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 20.03%

14)TYPE OF REPORTING PERSON: IA

Item 1: SECURITY AND ISSUER

Item 1(a). Name of Issuer:

BLACKHAWK NETWORK HOLDINGS, INC

Item 1(b). Address of Issuer's Principal Executive Offices:

BLACKHAWK NETWORK HOLDINGS, INC

6220 STONERIDGE MALL ROAD

PLEASANTON, CALIFORNIA 94588

Item 1(c):Title of Class of Securities: Common Stock

Item 1(d):CUSIP Number: 09238E104

Item 2: IDENTITY AND BACKGROUND

Item 2(a). Name of Person Filing:

Lazard Asset Management LLC

Item 2(b). Address of Principal Business Office or, if None, Residence:

30 Rockefeller Plaza

New York, New York 10112

Item 2(c):Background:

LAM LLC, a Delaware Limited Liability Company, and its affiliates provide investment management services to institutional and private client accounts with assets totaling $178.4 billion as of December 31, 2014.

To the best of our knowledge during the last five years, neither Lazard Asset Management LLC, nor any of its respective officers or directors has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

To the best of our knowledge during the last five years, neither Lazard Asset Management LLC, nor any of its officers or directors has been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceedings, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or violation with respect to such laws.

All the executive officers and directors of Lazard Asset Management LLC are citizens of the United States of America.

Item 3: SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:

All Shares were purchased or sold in the open market using client assets under management.

Item 4: PURPOSE OF TRANSACTION:

The transactions on the securities referred to herein is for investment purposes. Lazard Asset Management LLC is filing this Schedule 13D because the aggregated shareholding of it's clients are above 20% of the outstanding shares of Blackhawk Network Holdings Inc. Lazard Asset Management LLC may make further purchases of shares of stock from time to time and may dispose of any or all of the shares of stock held by it at any time. Lazard Asset Management LLC has no present plans or intentions which relate to or would result in any of the matters set forth in subparagraphs (b) - (j) of Item 4 of Schedule 13D.

Item 5: INTEREST IN SECURITIES OF THE ISSUER.

(a)Shares Outstanding: 12,677,000

(b)Amount beneficially owned: 2,539,272

(c)Percent of class: 20.03%

(d)Number of shares as to which such person has:

(i)Sole power to vote or to direct the vote: 1,652,239

(ii)Shared power to vote or to direct the vote:-

(iii)Sole power to dispose or to direct the disposition of: 2,539,272

(iv)Shared power to dispose or to direct the disposition of:-

Item 5(e): Ownership of More than Five Percent on Behalf of Another Person: Not applicable

Item 5(f): Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company: Not applicable

Item 5(g): Identification and Classification of Members of the Group: Not applicable

Item 5(h): Notice of Dissolution of Group:Not applicable

Item 6: CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER:

Except as otherwise set forth herein, no contract, arrangement, understanding or relationship with any person with respect to the securities of the Company between Lazard Asset Management LLC and any person or entity.

Item 7: MATERIAL TO BE FILED AS EXHIBITS:

Transaction as Exhibit One

CERTIFICATION:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect.

SIGNATURE:

After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this Statement is true, complete and correct.

Date: February 27, 2015

_________________________

Mark Anderson

Chief Compliance Officer

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