WHIRLPOOL CORP /DE/ — Major Shareholding Notification 2007

Nov 5, 2007

SC 13G/A 1 a07-28400_1sc13ga.htm SC 13G/A

	OMB APPROVAL
UNITED
STATES	OMB Number: 3235-0145
SECURITIES
AND EXCHANGE COMMISSION	Expires: February 28, 2009
Washington,
D.C. 20549	Estimated average burden hours per response. . 10.4

*SCHEDULE 13G*

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

*Whirlpool Corp.*

(Name of Issuer)

*Common*

(Title of Class of Securities)

*963320106*

(CUSIP Number)

*October 31, 2007*

(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).

*Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.*

SEC1745(3-06)

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| CUSIP No. 963320106 — 1. | Names of Reporting
Persons. I.R.S. Identification Nos. of above persons (entities only) PRIMECAP Management Company 95-3868081 | |
| --- | --- | --- |
| 2. | Check the Appropriate Box
if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | o |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of
Organization 225 South Lake Ave., #400, Pasadena, CA 91101 | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power 1,784,755 |
| | 6. | Shared Voting Power 0 |
| | 7. | Sole Dispositive Power 7,799,455 |
| | 8. | Shared Dispositive Power 0 |
| 9. | Aggregate Amount
Beneficially Owned by Each Reporting Person 7,799,455 | |
| 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) 10.09% | |
| 12. | Type of Reporting Person
(See Instructions) IA | |

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Item 1.	(a)	Name of Issuer Whirlpool Corp.
	(b)	Address of Issuer’s
Principal Executive Offices 2000 North M-63, Benton Harbor, MI 49022-2692
Item 2.
	(a)	Name of Person Filing PRIMECAP Management Company
	(b)	Address of Principal
Business Office or, if none, Residence 225 South Lake Ave., #400, Pasadena, CA 91101
	(c)	Citizenship U.S.A.
	(d)	Title of Class of
Securities Common
	(e)	CUSIP Number 963320106
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 associations 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	Group, in accordance with
§240.13d-1(b)(1)(ii)(J).

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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: 7,799,455
	(b)	Percent of class: 10.09%
	(c)	Number of shares as to
which the person has:
		(i)	Sole power to vote or to
direct the vote 1,784,755
		(ii)	Shared power to vote or to
direct the vote 0
		(iii)	Sole power to dispose or
to direct the disposition of 7,799,455
		(iv)	Shared power to dispose or
to direct the disposition of 0
Instruction . For computations regarding securities
which represent a right to acquire an underlying security see §240.13d-3(d)(1).
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 o . Instruction: Dissolution of a
group requires a response to this item.
Item 6.	Ownership of More than Five Percent
on Behalf of Another Person
If any other person is known to have the right to
receive or the power to direct the receipt of dividends from, or the proceeds
from the sale of, such securities, a statement to that effect should be
included in response to this item and, if such interest relates to more than
five percent of the class, such person should be identified. A listing of the
shareholders of an investment company registered under the Investment Company
Act of 1940 or the beneficiaries of employee benefit plan, pension fund or
endowment fund is not required.
Item 7.	Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on By the Parent
Holding Company
If a parent holding company has filed this schedule,
pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary. If a parent holding company has filed this schedule pursuant to
Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification
of the relevant subsidiary.
Item 8.	Identification and Classification
of Members of the Group
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J),
so indicate under Item 3(j) and attach an exhibit stating the identity and
Item 3 classification of each member of the group. If a group has filed this
schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit
stating the identity of each member of the group.
Item 9.	Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as
an exhibit stating the date of the dissolution and that all further filings
with respect to transactions in the security reported on will be filed, if
required, by members of the group, in their individual capacity. See Item 5.
Item 10.	Certification
(a) The
following certification shall be included if the statement is filed pursuant
to §240.13d-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 are 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.
(b) The
following certification shall be included if the statement is filed pursuant to
§240.13d-1(c):
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were not acquired and
are 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.

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Signature

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.

November 5, 2007
Date
/s/ Karen Chen
Signature
Karen Chen, CCO
Name/Title

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

§240.13d-7 for other parties for whom copies are to be sent.

*Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)*

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