CUSIP No. 435758305
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BROWN BROTHERS HARRIMAN & CO.
13-4973745
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
NEW YORK
5. SOLE VOTING POWER
6,538,353
6. SHARED VOTING POWER
986,864
7. SOLE DISPOSITIVE POWER
6,538,353
8. SHARED DISPOSITIVE POWER
986,864
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,525,217
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9) EXCLUDES CERTAIN SHARES*
[ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW [9]
13.61%
12. TYPE OF REPORTING PERSON*
HC
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BROWN BROTHERS HARRIMAN TRUST COMPANY, N.A.
20-4592596
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
U. S. A.
5. SOLE VOTING POWER
6,538,353
6. SHARED VOTING POWER
986,864
7. SOLE DISPOSITIVE POWER
6,538,353
8. SHARED DISPOSITIVE POWER
986,864
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,525,217
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9) EXCLUDES CERTAIN SHARES*
[ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW [9]
13.61%
12. TYPE OF REPORTING PERSON*
HC
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BROWN BROTHERS HARRIMAN TRUST COMPANY OF TEXAS
75-2310600
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
5. SOLE VOTING POWER
6,538,353
6. SHARED VOTING POWER
986,864
7. SOLE DISPOSITIVE POWER
6,538,353
8. SHARED DISPOSITIVE POWER
986,864
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,525,217
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9) EXCLUDES CERTAIN SHARES*
[ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW [9]
13.61%
12. TYPE OF REPORTING PERSON*
OO
Item 1(a). Name of Issuer:
Holly Corporation
Item 1(b). Address of issuer's principal executive offices:
100 Crescent Court
Suite 1600
Dallas, TX 75201-1880
Item 2(a). Name of person filing:
Brown Brothers Harriman & Co. on behalf of itself and:
Brown Brothers Harriman Trust Company, N.A.
Brown Brothers Harriman Trust Company of Texas
Item 2(b). Address of principal business office:
140 Broadway
New York, NY 10005
Item 2(c). Citizenship:
Brown Brothers Harriman & Co., New York
Brown Brothers Harriman Trust Company, N.A., U.S.A.
Brown Brothers Harriman Trust Company of Texas, Texas
Item 2(d). Title of class of securities:
Common, Par Value $.01 Per Share
Item 2(e). CUSIP Number:
435758305
Item 3. If this statement is filed pursuant to Rules 13d-1(b) or 13d-
2(b), check whether the person filing is a:
(b) / / Bank as defined in Section 3(a)(6) of the Act.
(g) / / Parent holding company, in accordance with Subsection 240
13d-1(b)ii)(G).
Item 4. Ownership:
With respect to the beneficial ownership of the reporting
persons, see Items 5 through 11 of the respective cover pages
to this Schedule 13G, which are incorporated herein by reference.
Item 5. Ownership of 5 Percent or Less of a Class
Not applicable
Item 6. Ownership of More than 5 Percent on Behalf of Another Person
The reported shares are held in various fiduciary accounts,
and accordingly, dividends, and the proceeds of sales of
such shares, are payable to other persons, including such
accounts, the beneficiaries or settlors thereof or a
combination of such persons. In certain instances, other
persons (including beneficiaries and settlors) may be deemed
to have the power to direct receipt of dividends or the proceeds
of the sale of shares reported herein. To the best of the
undersigned's knowledge and belief, no one other person has such
an economic interest relating to more than 5% of the class
of reported shares.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on By the Parent
Holding Company
The securities being reported are beneficially owned by certain
trusts of which Brown Brothers Harriman Trust Company of Texas
is the Trustee or Co-Trustee. Brown Brothers Harriman Trust
Company of Texas is a wholly owned subsidiary of Brown Brothers
Harriman Trust Company, N.A. (the former parent entity,
Brown Brothers Harriman Trust Company, LLC, was converted to
this nationally chartered trust company in 2006), which is a
wholly owned subsidiary of Brown Brothers Harriman & Co.
A copy of the agreement by and among Brown Brothers Harriman & Co.,
Brown Brothers Harriman Trust Company, N.A. and Brown Brothers
Harriman Trust Company of Texas authorizing the filing of one
Schedule 13G on behalf of each company is set forth below:
AGREEMENT
The undersigned hereby agree to file jointly the attached
statement or amendment on Schedule 13G and any further
amendments thereto pursuant to Regulation 13G promulgated
by the Securities and Exchange Commission under the Securities
Exchange Act of 1934. Such filing shall be made by Brown Brothers
Harriman & Co. on its behalf and on behalf of the parties hereto.
Date: February 13, 2008
BROWN BROTHERS HARRIMAN & CO.
By: /s/ Howard M. Felson
Name: Howard M. Felson
Title: Vice President
BROWN BROTHERS HARRIMAN TRUST COMPANY, N.A.
By: /s/ Kurt Fuchs
Name: Kurt Fuchs
Title: Vice President
BROWN BROTHERS HARRIMAN TRUST COMPANY OF TEXAS
By: /s/ David Sharman
Name: David Sharman
Title: Vice President
Item 8. Identification and Classification of Members of the Group
Not applicable
Item 9. Notice of Dissolution of Group
Not applicable
Item 10. 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
purposes 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 purpose of effect.
Disclaimer of Beneficial Ownership
The undersigned expressly declare that the filing of this
Schedule 13G shall not be construed as an admission that
the undersigned are, for purpose of Sections 13(d) and 13(g)
of the Securities Exchange Act of 1934, the beneficial owners
of any securities covered by this Schedule 13G.
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.
Date: February 13, 2008
BROWN BROTHERS HARRIMAN & CO.
By: /s/ Howard M. Felson
Name: Howard M. Felson
Title: Vice President
BROWN BROTHERS HARRIMAN TRUST COMPANY, N.A.
By: /s/ Kurt Fuchs
Name: Kurt Fuchs
Title: Vice President
BROWN BROTHERS HARRIMAN TRUST COMPANY OF TEXAS
By: /s/ David Sharman
Name: David Sharman
Title: Vice President