SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* COLLINS MARY C (Last) (First) (Middle) C/O LEARNING TREE INTERNATIONAL, INC. 1831 MICHAEL FARADAY DRIVE (Street) RESTON VA 20190 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol LEARNING TREE INTERNATIONAL, INC. [ LTRE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 11/07/2014
	4. If Amendment, Date of 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

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	11/07/2014		J(1)		468,374	D(2)	$0(2)	4,195,227(3)(4)	I	See Footnote 3.
Common Stock	11/07/2014		J(1)		468,374	A(2)	$0(2)	4,195,227(3)(4)	I	See Footnote 3.

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 Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. This Form 4 is being filed by the Reporting Person to report certain related transfers (collectively, the "Transfers") of the Issuer's common stock (the "Common Stock") relating to the satisfaction of obligations under promissory notes held by The David C. Collins 1997 Trust and The Mary C. Collins 1997 Trust. As a result of these Transfers, the aggregate amount of the Reporting Person's beneficial ownership of Common Stock did not increase or decrease. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of any of the securities set forth herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

2. As a result such Transfers, an aggregate of 468,374 shares of Common Stock were transferred from DCMA Holdings L.P. ("DCMA") to the David C. and Mary C. Collins Family Trust (the "Family Trust") without consideration.

3. The shares listed for the Reporting Person include 177,640 shares beneficially owned by the Reporting Person, and 1,382,205 shares beneficially owned by the Reporting Person's spouse, Dr. David C. Collins, of which the Reporting Person disclaims beneficial ownership. The shares listed for the Reporting Person also includes: (i) 289,918 shares held by the Collins Family Foundation, a private charitable foundation of which the Reporting Person and Dr. Collins are directors, as to which beneficial ownership is disclaimed; (ii) 238,323 shares held by The Adventures in Learning Foundation (formerly The Pegasus Foundation), a charitable support organization of which Reporting Person and Dr. Collins are minority trustees, as to which beneficial ownership is disclaimed; (iii) 468,374 shares owned by the Family Trust, the directors of which are Dr. Collins and Mrs. Collins; (continued into footnote 4)

4. (continued from footnote 3) (iv) 270,000 shares owned by the Collins Charitable Remainder Unitrust No. 97-1 of which the Reporting Person and Dr. Collins serve as the trustees and disclaim beneficial ownership; and (v) 1,368,767 shares held by DCMA, a family limited partnership of which Reporting Person and Dr. Collins are general partners, as to which beneficial ownership is disclaimed.

	/s/ Mary C. Collins	11/11/2014
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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