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 *
MINICUCCI ROBERT A
  2. Issuer Name and Ticker or Trading Symbol
ALLIANCE DATA SYSTEMS CORP [ADS]
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)
7500 DALLAS PARKWAY, SUITE 700
3. Date of Earliest Transaction (Month/Day/Year)
08/21/2018
(Street)

PLANO, TX 75024
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 08/21/2018   J(1)   2,388 D $ 0 125,144 (2) 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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MINICUCCI ROBERT A
7500 DALLAS PARKWAY, SUITE 700
PLANO, TX 75024
  X      

Signatures

 Cynthia L. Hageman, Attorney in Fact   08/22/2018
**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) 2,388 shares of common stock represented by restricted stock units were granted to the reporting person on 7/1/08 as compensation for his service on the Company's board of directors. Per the terms of the grant agreement, the restrictions on 100% of the shares lapsed on 7/2/18. The reporting person transferred the shares to WCAS Management Corp. based on an agreement between the reporting person and WCAS specifying WCAS' right to the shares based on the reporting person's employment by WCAS at the time such grant was made.
(2) The total amount of securities beneficially owned includes: (a) 102,723 unrestricted shares; (b) 3,452 unvested restricted stock units granted 7/1/09; (c) 4,404 unvested restricted stock units granted 6/30/10; (d) 3,246 unvested restricted stock units granted 6/30/11; (e) 2,279 unvested restricted stock units granted 6/29/12; (f) 1,696 unvested restricted stock units granted 7/1/13; (g) 1,228 unvested restricted stock units granted 7/1/14; (h) 1,158 unvested restricted stock units granted 6/29/15; (i) 1,681 unvested restricted stock units granted 6/27/16; (j) 1,477 unvested restricted stock units granted 6/26/17; and (k) 1,800 unvested restricted stock units granted 6/25/18.

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