Sec Form 4 Filing - GUGGENHEIM CAPITAL LLC @ Diamond Resorts International, Inc. - 2015-03-20

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 GUGGENHEIM CAPITAL LLC 2. Issuer Name and Ticker or Trading Symbol Diamond Resorts International, Inc. [ DRII] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 227 WEST MONROE, SUITE 4900 3. Date of Earliest Transaction (MM/DD/YY) 03/20/2015 (Street) CHICAGO, IL60606 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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, $0.01 par value per share 03/20/2015 S 202,869 D 9,448,697 I See Footnotes ( 2 ) ( 3 )

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 GUGGENHEIM CAPITAL LLC 227 WEST MONROE SUITE 4900 CHICAGO, IL60606 X Guggenheim Partners, LLC 227 WEST MONROE SUITE 4900 CHICAGO, IL60606 X Guggenheim Partners Investment Management Holdings, LLC 330 MADISON AVENUE NEW YORK, NY10017 X Guggenheim Partners Investment Management, LLC 100 WILSHIRE BOULEVARD, &NBSP5TH FLOOR SANTA MONICA, CA90401 X Signatures Guggenheim Capital, LLC By: Robert Saperstein, Authorized Signatory /s/ Robert Saperstein 03/24/2015 Signature of Reporting Person Date Guggenheim Partners, LLC By: Guggenheim Capital, LLC, parent company By: Robert Saperstein, Authorized Signatory /s/ Robert Saperstein 03/24/2015 Signature of Reporting Person Date Guggenheim Partners Investment Management Holdings LLC By: Guggenheim Capital, LLC, parent company By: Robert Saperstein, Authorized Signatory /s/ Robert Saperstein 03/24/2015 Signature of Reporting Person Date Guggenheim Partners Investment Management, LLC By: Guggenheim Capital LLC, parent company By: Robert Saperstein, Authorized Signatory /s/ Robert Saperstein 03/24/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The shares of common stock, par value $0.01 per share, ("Common Stock") were sold pursuant to the underwriter's exercise of its option to purchase additional shares of Common Stock from selling stockholders, at a price per share of $32.99, to cover over-allotments in an underwritten public offering. The shares were sold to the public in the offering at a price of $33.75 per share. ( 2 )These shares of Common Stock are held directly by DRP Holdco, LLC. These shares of Common Stock may be deemed to be beneficially owned by the following, each of whom is a Reporting Person: Guggenheim Partners Investment Management, LLC ("GPIM"), which, via its relationship with the managing members of DRP Holdco, LLC, whose unanimous consent is required for decisions regarding assets held by DRP Holdco, LLC and who have granted full investment discretion and voting authority to GPIM over their units in DRP Holdco, LLC, exercises complete voting and dispositive power over the shares of Common Stock held by DRP Holdco, LLC; Guggenheim Partners Investment Management Holdings, LLC ("GPIMH"), as the majority owner of GPIM; Guggenheim Partners, LLC, as the majority indirect owner of GPIMH; and Guggenheim Capital, LLC, as the sole owner of Guggenheim Partners, LLC. ( 3 )Each of the reporting persons disclaims beneficial ownership of the shares of Common Stock held by members of such group, except to the extent of such reporting person's pecuniary interest therein, and this statement shall not be construed as an admission that such reporting person is the beneficial owner of any such shares for purposes of Section 16 of the Exchange Act or for any other purpose.

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).

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