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 *
Matta Serge
   2. Issuer Name and Ticker or Trading Symbol
COMSCORE, INC. [SCOR] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President & CEO
(Last)
(First)
(Middle)
C/O COMSCORE, INC., 11950 DEMOCRACY DRIVE, 6TH FLOOR		 3. Date of Earliest Transaction (Month/Day/Year)
08/21/2015
(Street)

RESTON, VA 20190		 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 08/21/2015   M   417 (1) A $ 4.5 89,161 D  
Common Stock 08/21/2015   S   27,200 (2) D $ 56.7904 (3) 61,961 D  
Common Stock 08/21/2015   S   13,900 (2) D $ 57.7395 (4) 48,061 D  
Common Stock 08/21/2015   S   10,900 (2) D $ 58.9372 (5) 37,161 D  
Common Stock 08/23/2015   M   28,500 (6) A $ 0 65,661 D  
Common Stock 08/23/2015   F   13,594 (7) D $ 56.5 52,067 D  
Common Stock 08/24/2015   S   20,960 (2) D $ 56.0007 (8) 31,107 D  

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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
Incentive Stock Option Right To Buy $ 4.5 08/21/2015   M     417 (1) 12/28/2005 12/27/2015 Common Stock 417 $ 0 0 D  
Restricted Stock Units $ 0 08/23/2015   M     28,500   (6) 11/07/2017 Common Stock 28,500 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Matta Serge
C/O COMSCORE, INC.
11950 DEMOCRACY DRIVE, 6TH FLOOR
RESTON, VA 20190		   X     President & CEO  

Signatures

 /s/ Christiana Lin, Attorney-in-Fact   08/25/2015
**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) Shares exercised pursuant to a 10b5-1 plan entered into in May 2015.
(2) Shares disposed of pursuant to a 10b5-1 plan entered into in May 2015.
(3) Price reflects the weighted average sale price. Shares were sold at prices ranging from $56.39 to $57.36. The filer undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate stock price.
(4) Price reflects the weighted average sale price. Shares were sold at prices ranging from $57.41 to $58.36. The filer undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate stock price.
(5) Price reflects the weighted average sale price. Shares were sold at prices ranging from $58.44 to $59.40. The filer undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate stock price.
(6) Granted on November 7, 2014 pursuant to terms of comScore, Inc. 2007 Equity Incentive Plan. The total award will be earned, if at all, in four increments as follows, 68,401 shares, 13,686 shares, 31,091 shares, 28,500 shares, if the average daily closing price of the Company's common stock on the NASDAQ Global Market during any consecutive thirty-day period exceeds $48.00, $50.00, $55.00, and $60.00, respectively. This amount reflects the vesting of restricted stock (RSU) that vested on August 23, 2015, upon which date the reported closing price of the Company's common stock price exceeded an average of $60 for the preceding 30 calendar days.
(7) These shares were deducted to cover tax withholding obligations associated with the restricted stock award vesting on August 23, 2015.
(8) Price reflects the weighted average sale price. Shares were sold at prices ranging from $56.00 to $56.02. The filer undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate stock price.

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