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 *

Humphrey David 		2. Issuer Name and Ticker or Trading Symbol

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

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

C/O BAIN CAPITAL INVESTORS, JOHN HANCOCK TOWER, 200 CLARENDON STREET 		3. Date of Earliest Transaction (MM/DD/YYYY)

3/4/2015
(Street)

BOSTON, MA 02116
(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   3/4/2015     S    17335711   D $25.37   0   I   See Footnotes   (1) (2) (3) (4) (5) (6)

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)  Bain Capital Investors, LLC ("BCI") is the sole general partner of Bain Capital Partners IX, L.P. ("BCP IX"), which is the sole general partner of Bain Capital (OSI) IX, L.P. ("BC OSI IX"). On March 4, 2015, BC OSI IX sold 13,142,509 shares of Common Stock. Following such sale, BC OSI IX held zero shares of Common Stock.
( 2)  BCP IX is also the sole general partner of Bain Capital (OSI) IX Coinvestment, L.P. ("BC OSI IX-CO"). On March 4, 2015, BCI OSI IX-CO sold 3,996,022 shares of Common Stock. Following such sale, BCI OSI IX-CO held zero shares of Common Stock.
( 3)  BCI is also the managing partner of BCIP Associates-G ("BCIP G"). On March 4, 2015, BCIP G sold 2,299 shares of Common Stock. Following such sale, BCIP G held zero shares of Common Stock.
( 4)  BCI is also the administrative member of Bain Capital Integral Investors 2006, LLC ("BCI 2006"). On March 4, 2015, BCI 2006 sold 161,711 shares of Common Stock. Following such sale, BCI 2006 held zero shares of Common Stock.
( 5)  BCI is also the administrative member of BCIP TCV, LLC ("BCIP TCV" and, together with BC OSI IX, BC OSI IX-CO, BCIP G and BCI 2006, the "Bain Entities"). On March 4, 2015, BCIP TCV sold 33,170 shares of Common Stock. Following such sale, BCIP TCV held zero shares of Common Stock.
( 6)  Mr. David Humphrey is a Managing Director of BCI. By virtue of the relationships described in these footnotes, Mr. Humphrey may be deemed to share voting and dispositive power with respect to the shares of common stock held by the Bain Entities. Mr. Humphrey disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Humphrey David
C/O BAIN CAPITAL INVESTORS
JOHN HANCOCK TOWER, 200 CLARENDON STREET
BOSTON, MA 02116 		X X


Signatures
David Humphrey 3/6/2015
** 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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