Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Kenney John
2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2017
3. Issuer Name and Ticker or Trading Symbol
LEGG MASON, INC. [LM]
(Last)
(First)
(Middle)
LEGG MASON, INC., 100 INTERNATIONAL DRIVE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice President
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

BALTIMORE, MD 21202
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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 47,226.09 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to buy) 05/16/2012(2) 05/17/2020 Common Stock 6,336 $ 23.72 D  
Stock Options (Right to buy) 05/16/2013(3) 05/16/2021 Common Stock 5,771 $ 35.16 D  
Stock Options (Right to buy) 05/16/2014(4) 05/16/2022 Common Stock 13,300 $ 47.64 D  
Stock Options (Right to buy) 05/15/2015(5)(6) 05/15/2023 Common Stock 7,836 $ 54.51 D  
Stock Options (Right to buy) 05/02/2016 05/02/2024 Common Stock 13,228 $ 31.57 D  
Phantom Stock   (7)   (7) Common Stock 2,905.03 $ (7) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kenney John
LEGG MASON, INC.
100 INTERNATIONAL DRIVE
BALTIMORE, MD 21202
      Executive Vice President  

Signatures

Melissa A. Warren, Attorney-in-Fact for John D. Kenney 06/09/2017
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Includes the aquisition of 4427.84 shares of Legg Mason, Inc. Common Stock pursuant to the Legg Mason, Inc. Employee Stock Purchase Plan.
(2) Employee stock options vest serially over four years and commenced on May 31, 2013.
(3) Employee stock options vest serially over four years and commenced on May 31, 2014.
(4) Employee stock options vest serially over four years and commenced on May 31, 2015.
(5) Employee stock options vest serially over four years and commenced on May 31, 2016.
(6) Employee stock options vest serially over four years and commenced on May 31, 2017.
(7) Each share of Phantom Stock is the economic equivalent of one share of LM Common Stock. The shares of Phantom Stock will be settled in shares of LM Common Stock upon termination of the reporting person's employment with Legg Mason.

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