Sec Form 4 Filing - VELDRAN RICHARD H @ DUN & BRADSTREET CORP/NW - 2013-11-12

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 VELDRAN RICHARD H 2. Issuer Name and Ticker or Trading Symbol DUN & BRADSTREET CORP/NW [ DNB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP, Chief Financial Officer (Last) (First) (Middle) 103 JFK PARKWAY 3. Date of Earliest Transaction (MM/DD/YY) 11/12/2013 (Street) SHORT HILLS, NJ07078 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 11/12/2013 M 7,000 A $ 71.275 18,337.4016 D Common Stock 11/12/2013 M 4,200 A $ 88.04 22,537.4016 D Common Stock 11/12/2013 M 4,900 A $ 88.365 27,437.4016 D Common Stock 11/12/2013 M 8,700 A $ 79.58 36,137.4016 D Common Stock 11/12/2013 M 5,700 A $ 70.54 41,837.4016 D Common Stock 11/12/2013 S 31,601 D $ 111.0034 ( 1 ) 10,236.4016 D Common Stock 11/12/2013 S 1,317.8316 D $ 111.037 ( 2 ) 600.7464 ( 3 ) I Held in ESPP

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-Qualified Stock Option - right to buy $ 71.275 11/12/2013 M 7,000 02/09/2007( 4 ) 02/09/2016 Common Stock 7,000 $ 0 0 D Non-Qualified Stock Option - right to buy $ 88.04 11/12/2013 M 4,200 02/08/2008( 4 ) 02/08/2017 Common Stock 4,200 $ 0 0 D Non-Qualified Stock Option - right to buy $ 88.365 11/12/2013 M 4,900 02/06/2009( 4 ) 02/06/2018 Common Stock 4,900 $ 0 0 D Non-Qualified Stock Option - right to buy $ 79.58 11/12/2013 M 8,700 02/04/2010( 4 ) 02/04/2019 Common Stock 8,700 $ 0 0 D Non-Qualified Stock Option - right to buy $ 70.54 11/12/2013 M 5,700 02/11/2011( 5 ) 02/11/2020 Common Stock 5,700 $ 0 1,900 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other VELDRAN RICHARD H 103 JFK PARKWAY SHORT HILLS, NJ07078 SVP, Chief Financial Officer Signatures /s/ Maria Frucci for Richard H. Veldran 11/14/2013 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents the weighted average sales price. Actual prices ranged from $110.69 to $111.47. Upon request from the SEC or a stockholder of the issuer, the reporting person will provide information on the number of shares sold at each separate price. ( 2 )Represents the weighted average sales price. Actual prices ranged from $110.68 to $111.39. Upon request from the SEC or a stockholder of the issuer, the reporting person will provide information on the number of shares sold at each separate price. ( 3 )Held in the issuer's employee stock purchase plan (ESPP) as of 11/12/13. ( 4 )One-fourth of the option vested each year for four years beginning on the date indicated. ( 5 )One-fourth of the option vests each year for four years beginning on the date indicated.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

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