Ownership Submission
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

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 *
THOMSON ROGER F
  2. Issuer Name and Ticker or Trading Symbol
BRINKER INTERNATIONAL INC [EAT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Ch. Dev. Officer
(Last)
(First)
(Middle)
6820 LBJ FREEWAY
3. Date of Earliest Transaction (Month/Day/Year)
02/10/2016
(Street)

DALLAS, TX 75240
4. If Amendment, Date Original Filed(Month/Day/Year)
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 02/10/2016   M   661 A $ 14.79 94,613 D  
Common Stock 02/10/2016   M   7,500 A $ 15.83 102,113 D  
Common Stock 02/10/2016   M   6,463 A $ 21.79 108,576 D  
Common Stock 02/10/2016   M   11,812 A $ 34.82 120,388 D  
Common Stock 02/10/2016   M   7,360 A $ 40.76 127,748 D  
Common Stock 02/10/2016   S   37,996 D $ 47.001 (1) 89,752 D  
Common Stock 02/11/2016   M   8,900 A $ 21.79 98,652 D  
Common Stock 02/11/2016   S   17,413 D $ 46.003 (2) 81,239 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(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
Employee Stock Option Right-to-Buy $ 14.79 02/10/2016   M     661 08/27/2010(3) 08/27/2017 Common Stock 661 $ 14.79 0 D  
Employee Stock Option Right-to-Buy $ 15.83 02/10/2016   M     7,500 08/26/2011(3) 08/26/2018 Common Stock 7,500 $ 15.83 0 D  
Employee Stock Option Right-to-Buy $ 21.79 02/10/2016   M     6,463 08/25/2012(3) 08/25/2019 Common Stock 6,463 $ 21.79 8,900 D  
Employee Stock Option Right-to-Buy $ 21.79 02/11/2016   M     8,900 08/25/2012(3) 08/25/2019 Common Stock 8,900 $ 21.79 0 D  
Employee Stock Option Right-to-Buy $ 34.82 02/10/2016   M     11,812 08/30/2013(3) 08/30/2020 Common Stock 11,812 $ 34.82 3,938 D  
Employee Stock Option Right-to-Buy $ 40.76 02/10/2016   M     7,360 08/29/2014(3) 08/29/2021 Common Stock 7,360 $ 40.76 7,361 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
THOMSON ROGER F
6820 LBJ FREEWAY
DALLAS, TX 75240
      EVP, Ch. Dev. Officer  

Signatures

 Bryan D. McCrory, Attorney-in-Fact for Bryan D. McCrory   02/12/2016
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.00 to $47.02, inclusive. The reporting person undertakes to provide to Brinker International, any security holder of Brinker International 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 footnote (1) to this Form 4.
(2) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.00 to $46.11, inclusive. The reporting person undertakes to provide to Brinker International, any security holder of Brinker International 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 footnote (1) to this Form 4.
(3) Options vest in installments on or after the date shown.

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