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 *
  Pembleton Susan Gillian
 2. Date of Event Requiring Statement (Month/Day/Year)
09/01/2014		 3. Issuer Name and Ticker or Trading Symbol
NORTHERN TRUST CORP [NTRS]
(Last)
(First)
(Middle)
50 SOUTH LASALLE STREET		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Human Resources
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

CHICAGO, IL 60603		 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 (1) 5,343
D
 
Common Stock 5,415
D
 
Common Stock 1,794.37
I
UK Employee Share Ownership Plan as of 7/28/2014

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
Employee Stock Option (right-to-buy)   (2) 02/19/2018 Common Stock 21 $ 71.23 D  
Employee Stock Option (right-to-buy)   (3) 02/16/2019 Common Stock 749 $ 55.39 D  
Employee Stock Option (right-to-buy)   (4) 02/15/2020 Common Stock 149 $ 50.99 D  
Employee Stock Option (right-to-buy)   (5) 02/13/2022 Common Stock 165 $ 43.65 D  
Employee Stock Option (right-to-buy)   (6) 02/20/2017 Common Stock 2,013 $ 63.36 D  
Employee Stock Option (right-to-buy)   (7) 02/19/2018 Common Stock 2,122 $ 71.23 D  
Employee Stock Option (right-to-buy)   (8) 02/16/2019 Common Stock 1,960 $ 55.39 D  
Employee Stock Option (right-to-buy)   (9) 02/15/2020 Common Stock 5,067 $ 50.99 D  
Employee Stock Option (right-to-buy)   (10) 02/14/2021 Common Stock 4,275 $ 52.64 D  
Employee Stock Option (right-to-buy)   (11) 02/13/2022 Common Stock 1,066 $ 43.65 D  
Employee Stock Option (right-to-buy)   (12) 02/21/2016 Common Stock 1,152 $ 52.095 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Pembleton Susan Gillian
50 SOUTH LASALLE STREET
CHICAGO, IL 60603		       EVP, Human Resources  

Signatures

Nicholas M. Tipsord, Attorney-in-Fact for Susan Gillian Pembleton 09/10/2014
**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) Represents stock units payable automatically on a 1-for-1 basis in shares of the Corporation's common stock.
(2) This option became exercisable in four equal annual installments beginning 2/19/2009.
(3) This option became exercisable in four equal annual installments beginning 2/16/2010.
(4) This option became exercisable in four equal annual installments beginning 2/15/2011.
(5) This option became exercisable in four equal annual installments beginning 2/13/2013.
(6) This option became exercisable in four equal annual installments beginning 2/20/2008.
(7) This option became exercisable in four equal annual installments beginning 2/19/2009.
(8) This option became exercisable in four equal annual installments beginning 2/16/2010.
(9) This option became exercisable in four equal annual installments beginning 2/15/2011.
(10) This option became exercisable in four equal annual installments beginning 2/14/2012.
(11) This option became exercisable in four equal annual installments beginning 2/13/2013.
(12) This option became exercisable in four equal annual installments beginning 2/21/2007.

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