SEC Form 4

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Allison Paul D (Last) (First) (Middle) 880 CARILLON PARKWAY (Street) ST. PETERSBURG FL 33716 (City) (State) (Zip)	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) Chair, President & CEO RJ Ltd.
	3. Date of Earliest Transaction (Month/Day/Year) 12/10/2013
	4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	12/10/2013		M		5,039	A	$0(1)	17,800	D
Common Stock								1,828(2)	I	Rose Allison Holdings Inc.

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Restricted Stock Units	(3)	12/10/2013		M			5,039	12/10/2013	12/10/2013	Common Stock	5,039	$0.0000	0.0000	D
Employee Stock Option (right to buy)	$27.1							(4)	01/22/2017	Common Stock	25,000		25,000	D
Employee Stock Option (right to buy)	$25.28							(5)	01/24/2015	Common Stock	10,000		10,000	D
Employee Stock Option (right to buy)	$48.2							(6)	11/21/2020	Common Stock	12,500		12,500	D
Employee Stock Option (right to buy)	$37.87							(7)	11/29/2019	Common Stock	12,500		12,500	D
Performance Restricted Stock Units	(8)							09/30/2015(9)	03/15/2016	Common Stock	2,179		2,179	D
Restricted Stock Units	(8)							12/07/2015	12/07/2015	Common Stock	2,179		2,179	D
Restricted Stock Units	(8)							12/15/2014	12/15/2014	Common Stock	8,548		8,548	D

Explanation of Responses:

1. Settlement of restricted stock units on the basis of one share of RJF common stock for one restricted stock unit.

2. These shares are held by Rose Allison Holdings Inc., an Ontario corporation, which is wholly owned by the reporting person's spouse. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

3. Each restricted stock unit represents a contingent right to receive one share of RJF common stock or cash to be determined by the Company's compensation committee upon vesting.

4. Options becoming exercisable - 15,000 on 11/22/2014, 5,000 on 11/22/2015 and 5,000 on 11/22/2016

5. Options currently exercisable - 5,000; options becoming exercisable - 5,000 on 11/24/2014.

6. The stock option vests 60% on 11/21/2016, 20% on 11/21/2017, and 20% on 11/21/2018.

7. The stock option vests 60% on 11/29/2015, 20% on 11/29/2016, and 20% on 11/29/2017.

8. Each restricted stock unit represents a contingent right to receive one share of RJF common stock upon vesting and dividend equivalents.

9. The vesting of these performance-vesting RSUs will be determined no later than March 15, 2016 based on the issuer's three-year average after-tax return on equity, for the fiscal years 2013, 2014 and 2015 (the "ROE"), with vesting percentages ranging from zero to 150% of face number of RSUs based on the ROE ranging from less than 6% to equal to or greater than 18%.

	/s/ Paul D. Allison by Paul L. Matecki as Attorney-in-Fact	12/11/2013
	** 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 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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