FORM 5 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Form 3 Holdings Reported Form 4 Transactions Reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL STATEMENT OF CHANGES IN 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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1. Name and Address of Reporting Person * Caruso Daniel 2. Issuer Name and Ticker or Trading Symbol Zayo Group Holdings, Inc. [ZAYO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO (Last) (First) (Middle) 1821 30TH STREET, UNIT A 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year) 06/30/2018 (Street) BOULDER, CO 80301 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Reporting (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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Amount (A) or (D) Price Common Stock 08/25/2017   G 127,886 (1) D $ 0 486,950 D   Common Stock 08/25/2017   G 127,886 (1) A $ 0 127,886 I The Daniel P. Caruso Development Fund (2) Common Stock 08/28/2017   G 2,923,122 (3) D $ 0 486,950 D   Common Stock 08/28/2017   G 2,923,122 (3) A $ 0 7,423,122 I DPC Papa Bear Enterprises, LLC (4) Common Stock 12/27/2017   G 15,391 D $ 0 486,950 D   Common Stock             1,130,957 I Bear Investments LLLP Common Stock             8,066 I Bear Equity, LLC

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SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Caruso Daniel 1821 30TH STREET, UNIT A BOULDER, CO 80301	  X	Â	  CEO	Â

Signatures

/s/ Laura Littman, as attorney-in-fact		08/14/2018
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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)	Reflects a gift of 127,886 shares of common stock from the reporting person to the Daniel P. Caruso Development Fund on August 25, 2017. The discretionary beneficiaries of the Daniel P. Caruso Development Fund include immediate family members of the reporting person, some of whom are sharing the reporting person's household.
(2)	The reporting person disclaims beneficial ownership of the shares held by the Daniel P. Caruso Development Fund, except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
(3)	Reflects a gift of 2,923,122 shares of common stock from the reporting person to DPC Papa Bear Enterprises, LLC on August 28, 2017. The reporting person is the sole manager of DPC Papa Bear Enterprises, LLC, which is 100% owned by the DPC Yogi Bear Enterprises Trust. The discretionary beneficiaries of the DPC Yogi Bear Enterprises Trust include immediate family members of the reporting person, all of whom are sharing the reporting person's household.
(4)	The reporting person disclaims beneficial ownership of the shares held by DPC Papa Bear Enterprises, LLC, except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

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