FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *

Maher Lee A

2. Date of Event Requiring Statement (MM/DD/YYYY)
2/1/2016 

3. Issuer Name and Ticker or Trading Symbol

GENUINE PARTS CO [GPC]

(Last)        (First)        (Middle)

2999 CIRCLE 75 PKWY

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Pres & COO-US Automotive Group /

(Street)

ATLANTA, GA 30339       

(City)              (State)              (Zip)
5. 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 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   43928   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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 Appreciation Right   (2) 4/1/2012   (3) 4/1/2021   Common Stock   12000   $54.09   D    
Employee Stock Option (Right to Buy)   (2) 4/1/2012   (3) 4/1/2021   Common Stock   12000   $54.09   D    
Stock Appreciation Right   (2) 4/2/2013   (3) 4/2/2022   Common Stock   7900   $63.28   D    
Employee Stock Option (Right to Buy)   (2) 4/2/2013   (3) 4/2/2022   Common Stock   7900   $63.28   D    
Stock Appreciation Right   (2) 4/1/2014   (3) 4/1/2023   Common Stock   6600   $77.12   D    
Employee Stock Option (Right to Buy)   (2) 4/1/2014   (3) 4/1/2023   Common Stock   6600   $77.12   D    
Stock Appreciation Right   (2) 4/1/2015   (3) 4/1/2024   Common Stock   6000   $86.80   D    
Employee Stock Option (Right to Buy)   (2) 4/1/2015   (3) 4/1/2024   Common Stock   6000   $86.80   D    
Stock Appreciation Right   (2) 4/1/2016   (3) 4/1/2025   Common Stock   6055   $91.75   D    
Employee Stock Option (Right to Buy)   (2) 4/1/2016   (3) 4/1/2025   Common Stock   6055   $91.75   D    
Restricted Stock Units     (4)   (4) Common Stock   3000     (5) D    
Restricted Stock Units     (6)   (6) Common Stock   1828     (5) D    
Restricted Stock Units     (7)   (7) Common Stock   2861     (5) D    
Restricted Stock Units     (8)   (8) Common Stock   2680     (5) D    

Explanation of Responses:
( 1)  Includes 1,756 shares acquired through Genuine Partnership Plan (401-K)
( 2)  The stock appreciation right and the employee stock option were granted in tandem. Accordingly, the exercise of one results in the expiration of the other.
( 3)  The stock appreciation rights vest 1/3 per year beginning on the first anniversary of the grant date provided the reporting person is still employed on those dates, subject to earlier vesting in certain events.
( 4)  The restricted stock units will vest and convert to shares of common stock on December 1, 2016 provided the reporting person is still employed on that date, subject to earlier vesting in certain events.
( 5)  Each restricted stock unit represents a contingent right to receive one share of GPC common stock at a future date.
( 6)  The restricted stock units will vest and convert to shares of common stock on December 1, 2017 provided the reporting person is still employed on that date, subject to earlier vesting in certain events.
( 7)  The restricted stock units will vest and convert to shares of common stock on December 1, 2018 provided the reporting person is still employed on that date, subject to earlier vesting in certain events.
( 8)  The restricted stock units will be earned on December 31, 2015 provided certain pre-tax profit targets are achieved by GPC for fiscal year 2015. If earned, the units will vest and convert to shares of common stock on December 1, 2019 provided the reporting person is still employed on that date, subject to earlier vesting in certain events.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Maher Lee A
2999 CIRCLE 75 PKWY
ATLANTA, GA 30339


Pres & COO-US Automotive Group

Signatures
David A. Haskett Attorney in Fact 2/3/2016
** 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 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).
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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