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 *
BAXTER INTERNATIONAL INC
   2. Issuer Name and Ticker or Trading Symbol
Baxalta Inc [BXLT] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
ONE BAXTER PARKWAY		 3. Date of Earliest Transaction (Month/Day/Year)
06/30/2015
(Street)

DEERFIELD, IL 60015		 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, par value $0.01 per share 06/30/2015   J(1)   676,424,102 A $ 0 676,424,202 D  
Common Stock, par value $0.01 per share 07/01/2015   J(2)   544,521,483 D $ 0 131,902,719 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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
BAXTER INTERNATIONAL INC
ONE BAXTER PARKWAY
DEERFIELD, IL 60015		     X    

Signatures

 /s/ David P. Scharf, Corporate Vice President, Corporate Secretary and General Counsel of Baxter International Inc.   07/02/2015
**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) Prior to June 30, 2015, Baxter International Inc. ("Baxter") owned 100 shares of the outstanding common stock of Baxalta International ("Baxalta") (mistakenly reported as 5,000 shares on Baxter's Form 3 filed June 9, 2015), which represented 100% of Baxalta's issued and outstanding common stock. Solely as a result of the 6,764,242.02 -for-1 stock split that was effected pursuant to a Certificate of Amendment to the Certificate of Incorporation of Baxalta filed with the Secretary of State of the State of Delaware on June 30, 2015, the 100 shares owned by the Reporting Person were split into and became an aggregate of 676,424,202 shares. The receipt of common stock in the split was exempt pursuant to Rule 16a-9 under the Securities Exchange Act of 1934.
(2) On July 1, 2015, Baxter made a pro rata distribution of approximately 80.5% percent of Baxalta's common shares held by it to Baxter's shareholders of record as of June 17, 2015. Additional information about the distribution can be found in Baxalta's filings with the Securities and Exchange Commission, including a registration statement on Form 10.

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