Abstract: In the operation of modern day construction machinery, especially those of relatively large size, it is a common occurrence for the bearings in the axle assemblies to wear during the normal course of operation of the machine. As the wear occurs, minute particles become suspended in the fluid circulated within the axle assembly. As the particulate matter increases the wear is also accelerated and failure of one or more components in the axle assembly will frequently occur. The present invention provides an axle assembly with a filter and a cooler and flow control valve to remove the particulate matter and reduce the heat from the fluid circulated within the axle assembly.