SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Lynn Haniel J

(Last)

(First)

(Middle)

1919 NORTH LYNN ST.

(Street)

ARLINGTON

22209

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/09/2014

3. Issuer Name and Ticker or Trading Symbol
CORPORATE EXECUTIVE BOARD CO [ CEB ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Group President

5. If Amendment, Date of 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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	21,177	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Appreciation Rights	⁽¹⁾	03/05/2015	Common Stock	20,000	$40.78	D
Restricted Stock Units	03/30/2015	⁽²⁾	Common Stock	1,918	$0.00	D
Restricted Stock Units	⁽³⁾	⁽²⁾	Common Stock	3,582	$0.00	D
Restricted Stock Units	⁽⁴⁾	⁽²⁾	Common Stock	4,637	$0.00	D
Restricted Stock Units	⁽⁵⁾	⁽²⁾	Common Stock	5,948	$0.00	D
Performance-Based Restricted Stock Units	⁽⁶⁾	⁽²⁾	Common Stock	2,686	$0.00	D
Performance-Based Restricted Stock Units	⁽⁷⁾	⁽²⁾	Common Stock	2,003	$0.00	D
Performance-Based Restricted Stock Units	⁽⁸⁾	⁽²⁾	Common Stock	2,819	$0.00	D

Explanation of Responses:

1. Stock Appreciation Rights vested equally in four increments in the following months: March 2009, March 2010, March 2011 and March 2012.

2. N/A

3. Restricted Stock Units vest equally in two increments in the following months: March 2015 and March 2016.

4. Restricted Stock Units vest equally in three increments in the following months: March, 2015, March 2016, and March 2017.

5. Restricted Stock Units vest equally in four increments in the following months: April 2015, March 2016, March 2017 and March 2018.

6. The performance period of these Performance-Based Restricted Stock Units is a three-year period beginning January 1, 2012 and ending December 31, 2014. After the three-year period, the awards may vest if certain performance criteria established by the Company's Board of Directors has been met over the performance period.

7. The performance period of these Performance-Based Restricted Stock Units is a three-year period beginning January 1, 2013 and ending December 31, 2015. After the three-year period, the awards may vest if certain performance criteria established by the Company's Board of Directors has been met over the performance period.

8. The performance period of these Performance-Based Restricted Stock Units is a three-year period beginning January 1, 2014 and ending December 31, 2016. After the three-year period, the awards may vest if certain performance criteria established by the Company's Board of Directors has been met over the performance period.

Remarks:

	/s/ Haniel J. Lynn Signed by Power of Attorney, James B. Anschutz	07/11/2014
	** Signature of Reporting Person	Date
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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.