The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 13F

FORM 13F COVER PAGE

OMB APPROVAL
OMB Number: 3235-0006
Estimated average burden
hours per response: 23.8

Report for the Calendar Year or Quarter Ended: 03-31-2014
Check here if Amendment    Amendment Number:
This Amendment (Check only one.):    is a restatement.
   adds new holdings entries.
Institutional Investment Manager Filing this Report:
Name: TWO SIGMA INVESTMENTS LLC
Address: 100 Avenue of the Americas
16th Floor
New York, NY  10013
Form 13F File Number: 028-10385

The institutional investment manager filing this report and the person by whom it is signed hereby represent that the person signing the report is authorized to submit it, that all information contained herein is true, correct and complete, and that it is understood that all required items, statements, schedules, lists, and tables, are considered integral parts of this form.

Person Signing this Report on Behalf of Reporting Manager:
Name: Matthew B. Siano, Esq.
Title: General Counsel
Phone: 212-625-5712
Signature, Place, and Date of Signing:
/s/ Matthew B. Siano New YorkNY 05-15-2014
[Signature] [City, State] [Date]
This Form 13F holdings report is being filed on behalf of Two Sigma Investments, LLC ("Investments"). Investments serves as the sole manager or investment manager, as applicable, of (i) Two Sigma Equity Portfolio, LLC ("Equity"), Two Sigma Jupiter Portfolio, LLC ("Jupiter"), Two Sigma Spectrum Portfolio, LLC ("Spectrum") and Two Sigma Futures Portfolio, LLC ("Futures"), four investment entities that are managed by Investments, each of which may be deemed to be an "other manager" for purposes of this Form 13F report and (ii) Two Sigma Strategies Master Fund, Ltd. ("Strategies"), Two Sigma Galileo Portfolio, LLC ("Galileo"), Two Sigma Pioneer Portfolio, LLC ("Pioneer") and TS Holdings VC Acquisition Vehicle II, LLC ("VC Acquisition"), four investment entities that are managed by Investments, each of which may not presently be deemed to be an "other manager" for purposes of this Form 13F report. Investments, rather than Equity, Jupiter, Spectrum, Futures, Strategies, Galileo, Pioneer or VC Acquisition, exercises sole investment discretion and voting authority over the securities held in the various accounts of Equity, Jupiter, Spectrum, Futures, Strategies, Galileo, Pioneer and VC Acquisition.
Report Type (Check only one.):
X 13F HOLDINGS REPORT. (Check here if all holdings of this reporting manager are reported in this report.)
   13F NOTICE. (Check here if no holdings reported are in this report, and all holdings are reported by other reporting manager(s).)
   13F COMBINATION REPORT. (Check here if a portion of the holdings for this reporting manager are reported in this report and a portion are reported by other reporting manager(s).)
Form 13F Summary Page
Report Summary:
Number of Other Included Managers: 4
Form 13F Information Table Entry Total: 1,944
Form 13F Information Table Value Total: 18,667,542
(thousands)
List of Other Included Managers:
Provide a numbered list of the name(s) and Form 13F file number(s) of all institutional investment managers with respect to which this report is filed, other than the manager filing this report.
[If there are no entries in this list, state “NONE” and omit the column headings and list entries.]
No. Form 13F File Number Name
1 028-10704 TWO SIGMA EQUITY PORTFOLIO LLC
2 028-13823 Two Sigma Jupiter Portfolio, LLC
3 028-11144 TWO SIGMA SPECTRUM PORTFOLIO, LLC
4 028-16011 Two Sigma Futures Portfolio, LLC