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 *

HEFFERNAN EDWARD J 		2. Issuer Name and Ticker or Trading Symbol

ALLIANCE DATA SYSTEMS CORP [ ADS ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
President and CEO
(Last)          (First)          (Middle)

7500 DALLAS PARKWAY, SUITE 700 		3. Date of Earliest Transaction (MM/DD/YYYY)

2/16/2018
(Street)

PLANO, TX 75024
(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   2/16/2018     F (1)    1816   D $243.50   264668   D  
 
Common Stock   2/16/2018     S    1500   D $243.061   (2) 263168   D  
 
Common Stock   2/16/2018     S    3099   D $243.999   (3) 260069   D  
 
Common Stock   2/16/2018     S    12001   D $244.91   (4) 248068   D  
 
Common Stock   2/16/2018     S    4400   D $245.801   (5) 243668   D  
 
Common Stock   2/20/2018     F (1)    2553   D $246.52   241115   (6) 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

Explanation of Responses:
(1)  Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.
(2)  The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $242.36 to $243.31, inclusive. The reporting person undertakes to provide to Alliance Data Systems Corporation, any security holder of Alliance Data Systems Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2), (3), (4) and (5) to this Form 4.
(3)  The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $243.42 to $244.41, inclusive.
(4)  The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $244.44 to $245.42, inclusive.
(5)  The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $245.44 to $246.27, inclusive.
(6)  The total number of securities beneficially owned includes: (a) 182,230 unrestricted shares; (b) 1,708 unvested units from an award of 5,026 time-based restricted stock units granted 2/16/16; (c) 3,041 unvested units from an award of 8,947 performance-based restricted stock units granted 2/16/16; (d) 3,738 unvested units from an award of 5,578 time-based restricted stock units granted 2/15/17; (e) 5,210 unvested units from an award of 7,776 performance-based restricted stock units granted 2/15/17; (f) 11,155 unvested performance-based restricted stock units granted 2/15/17; (g) 4,473 unvested units from an award of 8,946 performance-based restricted stock units granted 2/15/17; (h) 5,912 unvested time-based restricted stock units granted 2/15/18; (i) 11,824 unvested performance-based restricted stock units granted 2/15/18; and (j) 11,824 unvested performance-based restricted stock units granted 2/15/18.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
HEFFERNAN EDWARD J
7500 DALLAS PARKWAY, SUITE 700
PLANO, TX 75024 		X
President and CEO

Signatures
Cynthia L. Hageman, Attorney in Fact 2/21/2018
** 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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