13D Filing: Atlantic Investment Management and Owens-Illinois Inc (OI)

Item 1.     Security
and Issuer.

This statement relates to the common stock, par value $0.01 per share (the “Shares”), of Owens-Illinois
Inc. (the “Issuer”). The Issuer has principal executive offices located at One Michael Owens Way, Perrysburg, Ohio
43551-2999.

Item 2.     Identity and Background.

(a)   This statement is filed by Atlantic Investment Management, Inc., a Delaware corporation (the “Reporting Person”),
with respect to 6,642,744 Shares over which the Reporting Person has sole voting power by reason and 7,916,955 Shares over which
the Reporting Person has sole dispositive power by reason of serving as the investment advisor to: (i) AJR International Master
Fund, Ltd., a British Virgin Islands company (“AJR”); (ii) Cambrian Master Fund, Ltd., a British Virgin Islands company
(“Cambrian Fund”); (iii) Cambrian Global Master Fund, Ltd., a British Virgin Islands company (“Cambrian Global
Fund”); and (vi) one or more other accounts (“Other
Accounts”).

(b)  The business address of the Reporting Person and Mr. Alexander Roepers, the president, sole director and sole
shareholder of the Reporting Person, is 666 Fifth Avenue, New York, New York 10103.

(c)   The principal business of the Reporting Person is that of an investment advisor engaging in the purchase and
sale of securities for investment with the objective of capital appreciation on behalf of AJR, Cambrian Fund, Cambrian Global Fund,
and the Other Accounts. The principal occupation of Mr. Roepers is serving as the president and managing officer of the Reporting
Person.

(d)   Neither the Reporting Person nor Mr. Roepers has, during the past five (5) years, been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors).

(e)   Neither the Reporting Person nor Mr. Roepers has, during the past five (5) years, been a party to any civil
proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is now 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 finding any violation with respect to such laws.

(f)   Mr. Roepers is a citizen of the United States.