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

1. Name and Address of Reporting Person *

Smith Jeffrey S 		2. Issuer Name and Ticker or Trading Symbol

Bloomin' Brands, Inc. [ BLMN ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
EVP&Pres Outback Steakhouse
(Last)          (First)          (Middle)

2202 NORTH WEST SHORE BLVD, SUITE 500 		3. Date of Earliest Transaction (MM/DD/YYYY)

4/24/2014
(Street)

TAMPA, FL 33607
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   4/24/2014     A    6250   (1) A $0   35436   D    
Common Stock   4/24/2014     F    3420   (2) D $21.87   32016   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 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
Stock Option (right to buy)   $25.32                      (3) 2/27/2024   Common Stock   29157.0     29157   D    
Stock Option (right to buy)   $17.4                      (4) 2/26/2023   Common Stock   43409.0     43409   D    
Stock Option (right to buy)   (5) $6.5                      (6) 4/6/2020   Common Stock   274000.0     274000   D    

Explanation of Responses:
( 1)  Represents shares of common stock acquired upon vesting of certain performance-based share units as a result of achievement of performance goals.
( 2)  Represents shares of common stock withheld by the issuer to pay for the applicable withholding tax due upon vesting of certain performance-based share units and restricted shares.
( 3)  This stock option vests in four equal annual installments beginning on February 27, 2015.
( 4)  This stock option vests in four equal annual installments beginning on February 26, 2014.
( 5)  On April 6, 2010, the reporting person was granted a replacement stock option with an exercise price of $6.50 in exchange for an outstanding stock option with an exercise price of $10.00 per share. The original stock option was cancelled. Under the exchange program, the vested portion of the eligible stock options as of the grant date of the replacement stock options were exchanged for stock options that were fully vested. The unvested portion of the exchanged stock options were exchanged for unvested replacement stock options that vest and become exercisable over a period of time that is equal to the remaining vesting period of the exchanged stock options, plus one year, subject to the participant's continued employment through the new vesting date.
( 6)  This option is a replacement stock option and is fully vested.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Smith Jeffrey S
2202 NORTH WEST SHORE BLVD
SUITE 500
TAMPA, FL 33607

EVP&Pres Outback Steakhouse

Signatures
/s/ Kelly Lefferts, as Attorney-in-Fact 4/25/2014
** 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 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).
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 control number.
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