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 *
  Bobitz Ward E.
2. Date of Event Requiring Statement (Month/Day/Year)
01/26/2015
3. Issuer Name and Ticker or Trading Symbol
GENWORTH FINANCIAL INC [GNW]
(Last)
(First)
(Middle)
C/O GENWORTH FINANCIAL, INC., 6620 WEST BROAD STREET
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP and General Counsel
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

RICHMOND, VA 23230
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 8,771
D
 
Class A Common Stock 163.63
I
By 401(k)

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 Units (RSUs)   (1)   (1) Class A Common Stock 5,662 $ (2) D  
Restricted Stock Units (RSUs)   (3)   (3) Class A Common Stock 5,400 $ (2) D  
Restricted Stock Units (RSUs)   (4)   (4) Class A Common Stock 733 $ (2) D  
Restricted Stock Units (RSUs)   (5)   (5) Class A Common Stock 1,700 $ (2) D  
Stock Settled SARs   (6) 02/15/2023 Class A Common Stock 17,000 $ 9.06 D  
Stock Settled SARs   (7) 02/20/2024 Class A Common Stock 21,000 $ 15.23 D  
Stock Settled SARs   (8) 02/09/2021 Class A Common Stock 13,200 $ 12.75 D  
Stock Settled SARs   (9) 02/14/2022 Class A Common Stock 15,300 $ 8.88 D  
Stock Options (right to buy) 02/12/2012 02/12/2019 Class A Common Stock 23,500 $ 2.46 D  
Stock Options (right to buy) 08/19/2012 07/20/2015 Class A Common Stock 2,400 $ 7.8 D  
Stock Options (right to buy) 08/19/2012 08/09/2016 Class A Common Stock 2,100 $ 7.8 D  
Stock Options (right to buy) 08/19/2012 07/31/2017 Class A Common Stock 3,200 $ 7.8 D  
Stock Options (right to buy) 08/19/2013 02/13/2018 Class A Common Stock 4,200 $ 7.8 D  
Stock Options (right to buy) 02/10/2014 02/10/2020 Class A Common Stock 22,000 $ 14.18 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bobitz Ward E.
C/O GENWORTH FINANCIAL, INC.
6620 WEST BROAD STREET
RICHMOND, VA 23230
      EVP and General Counsel  

Signatures

/s/ Christine A. Ness, by power of attorney 02/03/2015
**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) Vests and converts to Class A Common Stock in equal annual installments on each of 2/15/2015, 2/15/2016 and 2/15/2017.
(2) Restricted Stock Units settle in Class A Common Stock on a 1:1 basis.
(3) Vests and converts to Class A Common Stock in equal annual installments on each of 2/20/2015, 2/20/2016, 2/20/2017 and 2/20/2018.
(4) Vests and converts to Class A Common Stock on 2/9/2015.
(5) Vests and converts to Class A Common Stock in equal annual installments on each of 2/14/2015 and 2/14/2016.
(6) Vested one-fourth on 2/15/2014. Remaining award vests in equal annual installments on each of 2/15/2015, 2/15/2016 and 2/15/2017. The vested and unexercised portion of the SARs, if any, shall be automatically exercised if the closing price of the issuer's common stock equals or exceeds a specified "maximum share value" equal to $75.
(7) Vests in equal annual installments on each of 2/20/2015, 2/20/2016, 2/20/2017, and 2/20/18. The vested and unexercised portion of the SARs, if any, shall be automatically exercised if the closing price of the issuer's common stock equals or exceeds a specified "maximum share value" equal to $75.
(8) Vested one-fourth on 2/9/2012, 2/9/2013 and 2/9/2014. Remaining award vests on 2/9/2015. The vested and unexercised portion of the SARs, if any, shall be automatically exercised if the closing price of the issuer's common stock equals or exceeds a specified "maximum share value" equal to $75.
(9) Vested one-fourth on 2/14/2013 and 2/14/2014. Remaining award vests in equal annual installments on 2/14/2015 and 2/14/2016. The vested and unexercised portion of the SARs, if any, shall be automatically exercised if the closing price of the issuer's common stock equals or exceeds a specified "maximum share value" equal to $75.

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