Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Linnen Edward P
2. Date of Event Requiring Statement (Month/Day/Year)
02/11/2013
3. Issuer Name and Ticker or Trading Symbol
AVIS BUDGET GROUP, INC. [CAR]
(Last)
(First)
(Middle)
6 SYLVAN WAY
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, Chief HR Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PARSIPPANY, NJ 07054
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 9,958
D
 
Common Stock 3,496
I
By 401(k) plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units   (1)   (7) Common Stock 3,243 $ 0 (8) D  
Restricted Stock Units   (2)   (7) Common Stock 7,778 $ 0 (8) D  
Restricted Stock Units   (3)   (7) Common Stock 9,906 $ 0 (8) D  
Performance Based Restricted Stock Units   (4)   (7) Common Stock 4,170 $ 0 (8) D  
Performance Based Restricted Stock Units   (5)   (7) Common Stock 5,000 $ 0 (8) D  
Performance Based Restricted Stock Units   (6)   (7) Common Stock 6,368 $ 0 (8) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Linnen Edward P
6 SYLVAN WAY
PARSIPPANY, NJ 07054
      SVP, Chief HR Officer  

Signatures

Jean M. Sera, by Power of Attorney for Edward P. Linnen 02/15/2013
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Original grant vests in three equal installments. The first two installments vested on January 26, 2012 and January 26, 2013, and the final installment vests on January 26, 2014.
(2) Original grant vests in three equal installments. The first installment vested on January 25, 2013, the next two installments vest on January 25, 2014 and January 25, 2015.
(3) Grant vests in three equal installments on January 23, 2014, 2015 and 2016.
(4) Between 50% and 100% of the units will vest on January 26, 2014, if the per-share average closing price of the Company's common stock equals or exceeds a minimum threshold price of $17.63 and a maximum target price of $19.68 over any consecutive 30 trading days between the grant date and the third anniversary of the date of grant. The actual number of units that vest based on closing prices that are between the threshold and target prices shall be determined on a pro rata basis using straight line interpolation.
(5) Between 50% and 100% of the units will vest on January 25, 2015, if the average per-share closing price of the Company's common stock equals or exceeds a minimum threshold price of $17.64 and a maximum target price of $19.69 over any consecutive 30 trading days between the grant date and the third anniversary of the date of grant. The actual number of units that vest, based on the average per-share closing price between the threshold and target prices shall be determined on a pro rata basis using straight line interpolation.
(6) Units vest on January 23, 2016 based on the Company's attainment of pre-established financial performance goals.
(7) Expiration date not applicable.
(8) Units convert to Common Stock on a one-to-one basis upon vesting.

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