Sec Form 4 Filing - Dowdle Jeffrey A @ RAYMOND JAMES FINANCIAL INC - 2014-05-14

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 Dowdle Jeffrey A 2. Issuer Name and Ticker or Trading Symbol RAYMOND JAMES FINANCIAL INC [ RJF] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President, AMS - RJA (Last) (First) (Middle) 880 CARILLON PARKWAY 3. Date of Earliest Transaction (MM/DD/YY) 05/14/2014 (Street) ST. PETERSBURG, FL33716 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 05/14/2014 S 3,683 D $ 50.0048 ( 1 ) 31,063 D Common Stock 1,500 ( 2 ) I by Son MS Common Stock 7,231 ( 3 ) I ESOP Common Stock 900 ( 4 ) I John R. Dowdle Exempt Marital Trust Common Stock 10,000 ( 4 ) I Mary R. Dowdle Trust Common Stock 1,500 ( 2 ) I UTMA Custodian for Daughter EC Common Stock 1,500 ( 2 ) I UTMA Custodian for Son GT Common Stock 1,500 ( 2 ) I UTMA Custodian for Son JA

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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Dowdle Jeffrey A 880 CARILLON PARKWAY ST. PETERSBURG, FL33716 President, AMS - RJA Signatures Jeffrey A. Dowdle by Paul L. Matecki as Attorney-in-Fact 05/16/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Reflects weighted-average sales price. Shares of common stock were sold in multiple same-way open market sale transactions on the same day through a trade order executed by a broker dealer at prices ranging from $49.9800 to $50.0600. The reporting person has reported on a single line all such transactions that occurred within a one dollar price range. The reporting person undertakes to provide upon request to the SEC staff, the issuer or its shareowners full information regarding the number of shares sold at each separate price. ( 2 )The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. ( 3 )Includes number of shares acquired under ESOP through May 13, 2014. ( 4 )The reporting person is the trustee of the Trust and holds a remainder interest therein. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Remarks: This Form 4 reports the open market sale by the reporting person of shares of common stock.Note: In accordance with SEC rules, commencing with this filing, the reporting person will reflect in a Form 4 only transactions in issuer securities and will no longer provide comprehensive information on holdings unrelated to the class of securities for which areportable transaction has occurred.

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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