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 *
LOWE JOHN B JR
  2. Issuer Name and Ticker or Trading Symbol
ZALE CORP [ZLC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O ZALE CORPORATION, 901 WEST WALNUT HILL LANE
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2013
(Street)

IRVING, TX 75038
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               70,262 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
Restricted Stock Units (Common Stock) $ 0 12/31/2013   A   5,073   12/31/2014   (1) Common Stock 5,073 $ 0 5,073 D  
Stock Options (right to buy) $ 3.07             12/03/2011 12/03/2020 Common Stock 10,000   10,000 D  
Stock Options (right to buy) $ 3.75             02/08/2011 02/08/2020 Common Stock 5,000   5,000 D  
Restricted Stock Units $ 0 (2)             11/18/2009(2)   (2) Common Stock 4,902   4,902 D  
Stock Options (right to buy) $ 21.29             11/14/2008 11/14/2017 Common Stock 3,800   3,800 D  
Stock Options (right to buy) $ 29.4             11/15/2007 11/15/2016 Common Stock 3,800   3,800 D  
Stock Options (right to buy) $ 27.03             11/11/2006 11/11/2015 Common Stock 3,800   3,800 D  
Stock Options (right to buy) $ 29.5675             03/04/2005 03/04/2014 Common Stock 10,000   10,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
LOWE JOHN B JR
C/O ZALE CORPORATION
901 WEST WALNUT HILL LANE
IRVING, TX 75038
  X      

Signatures

 /s/ John B. Lowe, Jr.   01/03/2014
**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) Restricted stock units granted under Zale Corporation 2011 Omnibus Incentive Compensation Plan that vest as to 100% of the units on the one-year anniversary of the date of grant or, if earlier, the date of the next annual meeting of stockholders of Zale Corporation following the date of grant. Upon vesting, the holder will be entitled to receive one share of common stock for each unit, unless the Board of Directors determines that payment shall be made in cash.
(2) Restricted stock units granted under the Plan that vested on November 18, 2009. The holder will be entitled to receive one share of common stock for each unit, unless the Board of Directors determines that payment shall be made in cash. The holder has elected to defer delivery of any shares that would be due by virtue of vesting until the date that is six months following his separation from service on the Company's Board.

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