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
OMB APPROVAL
OMB Number: 3235-0104
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  Harley Jill A
 2. Date of Event Requiring Statement (Month/Day/Year)
05/20/2014		 3. Issuer Name and Ticker or Trading Symbol
CME GROUP INC. [cme]
(Last)
(First)
(Middle)
20 S. WACKER DR.		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
MD & CAO
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

CHICAGO, IL 60606		 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)
Class A Common Stock 11,485
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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.

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
Non-Qualified Stock Option (right to buy) 07/12/2007(1) 01/02/2017 Common Stock Class A 2,500 $ 80.78 D  
Non-Qualified Stock Option (right to buy) 06/16/2013(2) 06/16/2018 Common Stock Class A 4,000 $ 83.88 D  
Non-Qualified Stock Option (right to buy) 03/14/2013(3) 03/14/2018 Common Stock Class A 825 $ 97.21 D  
Non-Qualified Stock Option (right to buy) 09/15/2013(4) 09/15/2019 Common Stock Class A 1,600 $ 56.87 D  
Non-Qualified Stock Option (right to buy) 09/15/2014(5) 09/15/2020 Common Stock Class A 4,050 $ 54.3 D  
Non-Qualified Stock Option (right to buy) 09/15/2015(6) 09/15/2021 Common Stock Class A 4,900 $ 54.37 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Harley Jill A
20 S. WACKER DR.
CHICAGO, IL 60606		       MD & CAO  

Signatures

By: Margaret Austin Wright for Jill A. Harley 05/29/2014
**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) On July 12, 2007, these options vested with respect to 100% of the granted number of shares covered by the option.
(2) On June 6, 2013, these options vested with respect to 100% of the granted number of shares covered by the option.
(3) On March 14, 2013, these options vested with respect to 100% of the granted number of shares covered by the option.
(4) On September 15, 2013, these options vested with respect to 100% of the granted number of shares covered by the option.
(5) These options were granted on September 15, 2010. They vest over a four year period, with 25% vesting one year after the grant date and 25% vesting on that same date in each of the following three years, subject to acceleration or termination in certain circumstances.
(6) These options were granted on September 15, 2011. They vest over a four year period, with 25% vesting one year after the grant date and 25% vesting on that same date in each of the following three years, subject to acceleration or termination in certain circumstances.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.