FORM 5
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
[ ] Form 3 Holdings Reported
[ X ] Form 4 Transactions Reported 		UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

                                                                                  

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Young Douglas L

2. Issuer Name and Ticker or Trading Symbol

LENNOX INTERNATIONAL INC [LII]

5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
EVP, President & COO RHC

(Last)          (First)          (Middle)

2140 LAKE PARK BLVD.

3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY)
12/31/2013 
(Street)

RICHARDSON, TX 75080

(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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)
Amount (A) or (D) Price
Common Stock, Par Value $0.01 Per Share   3/27/2013     J4   (1) (2) 33074   D $0   44910   D    

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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
(MM/DD/YYYY) 		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 at End of Issuer's Fiscal Year
(Instr. 4) 		10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4) 		11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-qualified Stock Appreciation Right   $46.78   3/27/2013     J4   (3)    4631    12/9/2011   12/9/2017   Common Stock, Par Value $0.01 Per Share   4631   $46.78   6126   D    
Non-qualified Stock Appreciation Right   $34.06   3/27/2013     J4   (4)    9551    12/8/2012   12/8/2018   Common Stock, Par Value $0.01 Per Share   9551   $34.06   9550   D    

Explanation of Responses:
( 1)  On March 27, 2013, the reporting person transferred 26,346 shares of Lennox International Inc. common stock to his ex-wife pursuant to a domestic relations order. The reporting person no longer reports as beneficially owned any securities owned by his ex-wife.
( 2)  On March 27, 2013, the reporting person gave his ex-wife the right to receive the proceeds of 6,728 of his RSU grants pursuant to a domestic relations order. The reporting person disclaims beneficial ownership of 6,728 Lennox International Inc. securities for that reason.
( 3)  On March 27, 2013, the reporting person gave his ex-wife the right to receive the proceeds of 4,631 of these SARs pursuant to a domestic relations order. The reporting person disclaims beneficial ownership of that portion of these SARs.
( 4)  On March 27, 2013, the reporting person gave his ex-wife the right to receive the proceeds of 9,551 of these SARs pursuant to a domestic relations order. The reporting person disclaims beneficial ownership of that portion of these SARs.

Remarks:
Attorney-in-fact pursuant to Power of Attorney dated December 7, 2012.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Young Douglas L
2140 LAKE PARK BLVD.
RICHARDSON, TX 75080

EVP, President & COO RHC

Signatures
/s/ James K. Markey, attorney-in-fact for Douglas L. Young 2/12/2014
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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