Sec Form 4 Filing - Cohen Jon R @ QUEST DIAGNOSTICS INC - 2014-11-14

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 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 Cohen Jon R 2. Issuer Name and Ticker or Trading Symbol QUEST DIAGNOSTICS INC [ DGX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP and Chief Medical Officer (Last) (First) (Middle) C/O QUEST DIAGNOSTICS, 3 GIRALDA FARMS 3. Date of Earliest Transaction (MM/DD/YY) 11/14/2014 (Street) MADISON, NJ07940 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 11/14/2014 M 40,000 A $ 51.9 99,131 D Common Stock 11/14/2014 M 21,877 A $ 55.65 121,008 D Common Stock 11/14/2014 S 61,877 D $ 63.3395 ( 1 ) 59,131 D Common Stock 11/17/2014 M 18,123 A $ 55.65 77,254 D Common Stock 11/17/2014 M 38,000 A $ 56.82 115,254 D Common Stock 11/17/2014 M 27,360 A $ 57.605 142,614 D Common Stock 11/14/2014 M 14,669 A $ 56.12 157,283 D Common Stock 11/17/2014 S 98,152 D $ 63 59,711 ( 2 ) ( 3 ) D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Non-Qualifed Stock Option (right to buy) $ 51.9 11/14/2014 M 40,000 ( 4 ) 05/13/2019 Common Stock 40,000 $ 0 0 D Stock Options (Right to Buy) $ 55.65 11/14/2014 M 21,877 ( 5 ) 02/10/2020 Common Stock 21,877 $ 0 18,123 D Stock Options (Right to Buy) $ 55.65 11/17/2014 M 18,123 ( 5 ) 02/10/2020 Common Stock 18,123 $ 0 0 D Stock Options (Right to Buy) $ 56.82 11/17/2014 M 38,000 ( 6 ) 02/15/2021 Common Stock 38,000 $ 0 0 D Stock Options (Right to Buy) $ 57.605 11/17/2014 M 27,360 ( 7 ) 02/27/2022 Common Stock 27,360 $ 0 13,680 D Stock Options (Right to Buy) $ 56.12 11/14/2014 M 14,669 ( 8 ) 02/25/2023 Common Stock 14,669 $ 0 29,340 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Cohen Jon R C/O QUEST DIAGNOSTICS 3 GIRALDA FARMS MADISON, NJ07940 SVP and Chief Medical Officer Signatures /s/ William J. O'Shaughnessy, Jr., Attorney in Fact for Jon R. Cohen 11/18/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This transaction was executed in multiple trades at prices ranging from $63.00 to $63.70. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. ( 2 )The amount includes approximately 418 shares acquired via dividend reinvestment since the date of the last filing on Form 4 pursuant to a dividend reinvestment plan, sponsored by a broker-dealer, that essentially mirrors a dividend reinvestment plan sponsored by the registrant. ( 3 )The amount includes exempt purchases made under the Company's stock purchase plan since the date of the last filing on Form 4. ( 4 )The options vested in three equal annual installments beginning with the first on May 13, 2010, the second on May 13, 2011 and the final on May 13, 2012. ( 5 )The options vested in three equal annual installments beginning with the first on February 10, 2011, the second on February 10, 2012 and the final on February 10, 2013. ( 6 )The options vested in three equal annual installments beginning with the first on February 15, 2012, the second on February 15, 2013 and the final on February 15, 2014. ( 7 )The options vest in three equal annual installments beginning on the first annual anniversary of the grant date. The first installment vested on February 27, 2013, the second vested on February 27, 2014 and the final will vest on February 27, 2015. ( 8 )The options vest in three equal annual installments beginning on the first annual anniversary of the grant date. The first installment vested on February 25, 2014, the second will vest on February 25, 2015 and the final will vest on February 25, 2016.

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