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
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Sainsbury Jon
2. Date of Event Requiring Statement (Month/Day/Year)
02/04/2014
3. Issuer Name and Ticker or Trading Symbol
BLUE NILE INC [NILE]
(Last)
(First)
(Middle)
C/O BLUE NILE, INC., 411 FIRST AVE. S. STE 700
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP and Head of Strategy
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SEATTLE, WA 98104
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)
Common Stock 2,642
D
 
Common Stock 265
I
By wife

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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
Restricted Stock Unit 02/15/2014(1)   (1) Common Stock 3,250 $ 0 D  
Stock Options (Right to Buy) 08/26/2005(2) 07/27/2014 Common Stock 450 $ 30 D  
Stock Options (Right to Buy) 08/26/2006(3) 08/07/2015 Common Stock 1,000 $ 32.43 D  
Stock Options (Right to Buy) 08/04/2007(4) 08/03/2016 Common Stock 625 $ 30.31 D  
Stock Options (Right to Buy) 08/04/2007(4) 08/03/2016 Common Stock 625 $ 37.07 D  
Stock Options (Right to Buy) 08/04/2007(4) 08/03/2016 Common Stock 625 $ 40 D  
Stock Options (Right to Buy) 08/04/2007(4) 08/03/2016 Common Stock 625 $ 55.34 D  
Stock Options (Right to Buy) 08/29/2008(5) 08/28/2017 Common Stock 3,000 $ 83.81 D  
Stock Options (Right to Buy) 08/08/2009(6) 08/07/2018 Common Stock 10,000 $ 41.13 D  
Stock Options (Right to Buy) 02/23/2010(7) 02/22/2019 Common Stock 14,000 $ 21.22 D  
Stock Options (Right to Buy) 02/17/2011(8) 02/16/2020 Common Stock 10,000 $ 49.11 D  
Stock Options (Right to Buy) 02/15/2012(9) 02/14/2021 Common Stock 9,000 $ 56.62 D  
Stock Options (Right to Buy) 11/16/2012(10) 11/15/2021 Common Stock 15,000 $ 33.45 D  
Stock Options (Right to Buy) 02/15/2014(11) 02/14/2023 Common Stock 8,800 $ 31.31 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Sainsbury Jon
C/O BLUE NILE, INC.
411 FIRST AVE. S. STE 700
SEATTLE, WA 98104
      VP and Head of Strategy  

Signatures

/s/Jonathan Sainsbury 02/14/2014
**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) 25% of the restricted stock units vest on February 15, 2014 and one-sixteenth of the restricted stock units vest in equal quarterly installments over the following thirty-six months.
(2) 25% of the option shares vest on August 26, 2005 and one-forty-eighth of the option shares vest in equal monthly installments over the following thirty-six months.
(3) 25% of the option shares vest on August 26, 2006 and one-forty-eighth of the option shares vest in equal monthly installments over the following thirty-six months.
(4) 25% of the option shares vest on August 4, 2007 and one-forty-eighth of the option shares vest in equal monthly installments over the following thirty-six months.
(5) 25% of the option shares vest on August 29, 2008 and one-forty-eighth of the option shares vest in equal monthly installments over the following thirty-six months.
(6) 25% of the option shares vest on August 8, 2009 and one-forty-eighth of the option shares vest in equal monthly installments over the following thirty-six months.
(7) 25% of the option shares vest on February 23, 2010 and one-forty-eighth of the option shares vest in equal monthly installments over the following thirty-six months.
(8) 25% of the option shares vest on February 17, 2011 and one-forty-eighth of the option shares vest in equal monthly installments over the following thirty-six months.
(9) 25% of the option shares vest on February 15, 2012 and one-forty-eighth of the option shares vest in equal monthly installments over the following thirty-six months.
(10) 25% of the option shares vest on November 16, 2012 and one-forty-eighth of the option shares vest in equal monthly installments over the following thirty-six months.
(11) 25% of the option shares vest on February 15, 2014 and one-sixteenth of the option shares vest in equal quarterly installments over the following thirty-six months.

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