GEO GROUP INC — Major Shareholding Notification 2010

Jan 28, 2010

| UNITED
STATES |
| --- |
| SECURITIES
AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |

*SCHEDULE 13G/A*

*Under the Securities Exchange Act of 1934 (Amendment No. 2)**

*GEO GROUP, INC.*

(Name of Issuer)

*Common Stock*

(Title of Class of Securities)

*36159R103*

(CUSIP Number)

*December 31, 2009*

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x	Rule 13d-1(b)
o	Rule 13d-1(c)
o	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).

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| CUSIP
No. 36159R103 — 1. | Names
of Reporting Persons I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Alger
Associates, Inc. 13-3017981 Fred
Alger Management, Inc. 13-2510833 | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | x |
| 3. | SEC
Use Only | |
| 4. | Citizenship
or Place of Organization New York, New York | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole
Voting Power 2,770,126 |
| | 6. | Shared
Voting Power -0- |
| | 7. | Sole
Dispositive Power 2,770,126 |
| | 8. | Shared Dispositive Power -0- |
| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 2,770,126 | |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o | |
| 11. | Percent
of Class Represented by Amount in Row (9) 5.39% | |
| 12. | Type of Reporting Person (See Instructions) Alger
Associates, Inc. HC Fred
Alger Management, Inc. IA | |

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| CUSIP
No. 36159R103 | | | |
| --- | --- | --- | --- |
| Item 1. | | | |
| | (a) | Name
of Issuer GEO GROUP INC. | |
| | (b) | Address
of Issuer’s Principal Executive Offices 621 NW 53RD STREET SUITE 700 BOCA RATON FL 33487 | |
| Item 2. | | | |
| | (a) | Name
of Person Filing 1. Alger Associates,
Inc. 2. Fred
Alger Management, Inc.* | |
| | (b) | Address
of Principal Business Office or, if none, Residence 111 Fifth Avenue, New York, NY 10003 | |
| | (c) | Citizenship New York | |
| | (d) | Title
of Class of Securities Common Stock | |
| | (e) | CUSIP
Number 36159R103 | |
| 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) | o | Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
| | (b) | o | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
| | (c) | o | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
| | (d) | o | Investment
company registered under section 8 of the Investment Company Act of 1940 (15
U.S.C. 80a-8). |
| | (e) | x | An
investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| | (f) | o | An
employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F); |
| | (g) | o | A
parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
| | (h) | o | A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813); |
| | (i) | o | A
church plan that is excluded from the definition of an investment company
under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3); |
| | (j) | o | A
non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J); |
| | (k) | o | Group,
in accordance with § 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S.
institution in accordance with § 240.13d–1(b)(1)(ii)(J), please specify
the type of institution:____ |

*By virtue of the Alger family’s ownership of a controlling interest in Alger Associates, which in directly owns Fred Alger Management, Inc., ownership of the shares may be imputed to the Alger family.

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| CUSIP
No. 36159R103 — Item 4. | Ownership | | |
| --- | --- | --- | --- |
| Provide
the following information regarding the aggregate number and percentage of
the class of securities of the issuer identified in Item 1. | | | |
| | (a) | Amount
beneficially owned: 2,770,126 | |
| | (b) | Percent
of class: 5.39% | |
| | (c) | Number
of shares as to which the person has: | |
| | | (i) | Sole
power to vote or to direct the vote 2,770,126 |
| | | (ii) | Shared
power to vote or to direct the vote -0- |
| | | (iii) | Sole
power to dispose or to direct the disposition of 2,770,126 |
| | | (iv) | Shared
power to dispose or to 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 x . | | | |
| Item 6. | Ownership
of More than Five Percent on Behalf of Another Person | | |
| n/a | | | |
| Item 7. | Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company or Control Person | | |
| n/a | | | |
| Item 8. | Identification
and Classification of Members of the Group | | |
| n/a | | | |
| Item 9. | Notice of
Dissolution of Group | | |
| n/a | | | |

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| Item 10. |
| --- |
| (a) The
following certification shall be included if the statement is filed pursuant
to s240.13d-1(b): By
signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired and are held in the ordinary
course of business and were not acquired and 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. 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. |

| FRED ALGER
MANAGEMENT, INC. | |
| --- | --- |
| By: | /s/ Hal
Liebes |
| Executive
Vice President | |
| January 28,
2010 | |
| ALGER
ASSOCIATES, INC. | |
| By: | /s/ Hal
Liebes |
| Director | |
| January 28,
2010 | |

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See s240.13d-7 for other parties for whom copies are to be sent.

| |
| --- |
| Intentional
misstatements or omissions of fact constitute Federal Criminal Violations
(See 18 U.S.C. 1001). |

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