Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
Schliessler Ursula
  2. Issuer Name and Ticker or Trading Symbol
LEGG MASON, INC. [LM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CAO
(Last)
(First)
(Middle)
100 INTERNATIONAL DRIVE
3. Date of Earliest Transaction (Month/Day/Year)
04/30/2015
(Street)

BALTIMORE, MD 21202
4. If Amendment, Date Original Filed(Month/Day/Year)
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 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 Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock               15,893 (1) D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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. SEC 1474 (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 Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (2) 04/30/2015   D(1)     2,656   (3)   (3) Common Stock 2,656 $ 0 0 D  
Restricted Stock Units (2) 04/30/2015   D(1)     4,597   (4)   (4) Common Stock 4,597 $ 0 0 D  
Restricted Stock Units (2) 04/30/2015   D(1)     3,028   (5)   (5) Common Stock 3,028 $ 0 0 D  
Restricted Stock Units (2) 04/30/2015   D(1)     2,696   (6)   (6) Common Stock 2,696 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Schliessler Ursula
100 INTERNATIONAL DRIVE
BALTIMORE, MD 21202
      CAO  

Signatures

 Melissa A. Warren Attorney-in-fact for Ursula Schliessler   05/04/2015
**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) In connection with the vesting of certain restricted stock unit awards on April 30, 2015, the reporting person elects herewith to report on Table I all restricted stock units held by the reporting person (previously reported in Table II on Form 3 which was filed on April 8, 2015). The following shares vested on April 30, 2015: award granted May 16, 2011 - 665 shares; award granted May 16, 2012 - 1,149 shares; award granted May 16, 2013 - 757 shares; award granted May 16, 2014 - 674 shares.
(2) Restricted stock units convert into common stock on a one-for-one basis.
(3) Restricted stock units vest serially over four years and commenced on April 30, 2012.
(4) Restricted stock units vest serially over four years and commenced on April 30, 2013.
(5) Restricted stock units vest serially over four years and commenced on April 30, 2014.
(6) Restricted stock units vest serially over four years and commenced on April 30, 2015.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

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