Statement of Changes of Beneficial Ownership

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
                                                                                  
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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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

MATHEW SARA 		2. Issuer Name and Ticker or Trading Symbol

DUN & BRADSTREET CORP/NW [ DNB ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chairman & CEO
(Last)          (First)          (Middle)

103 JFK PARKWAY 		3. Date of Earliest Transaction (MM/DD/YYYY)

9/6/2011
(Street)

SHORT HILLS, NJ 07078
(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)
Code V Amount (A) or (D) Price
Common Stock   9/6/2011     M    25000   A $36.16   106348.9003   D    
Common Stock   9/6/2011     S    5640   D $61.7136   (1) 100708.9003   D    
Common Stock   9/7/2011     M    25000   A $36.16   125708.9003   D    
Common Stock   9/7/2011     S    5935   D $64.4817   (2) 119773.9003   D    
Common Stock                  385.672   (3) I   Held in 401(k)  
Common Stock                  3540.1646   (4) I   Held in ESPP  

Table II - Derivative Securities 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 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 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
Non-Qualified Stock Option - right to buy   $36.16   9/6/2011     M         25000    12/19/2004   (5) 12/19/2011   Common Stock   25000   $ 0   75000   D    
Non-Qualified Stock Option - right to buy   $36.16   9/7/2011     M         25000    12/19/2004   (5) 12/19/2011   Common Stock   25000   $ 0   50000   D    

Explanation of Responses:
( 1)  Represents the weighted average sales price. Actual prices ranged from $61.532 to $61.81. Upon request from the SEC or a stockholder of the issuer, the reporting person will provide information on the number of shares sold at each separate price.
( 2)  Represents the weighted average sales price. Actual prices ranged from $64.09 to $64.684. Upon request from the SEC or a stockholder of the issuer, the reporting person will provide information on the number of shares sold at each separate price.
( 3)  Held in the issuer's 401(k) plan.
( 4)  Held in the issuer's employee stock purchase plan (ESPP).
( 5)  One-third of the option vested each year beginning on the date indicated.

Remarks:
The transactions reported herein were executed pursuant to a 10b5-1 trading plan (the "Trading Plan") entered into by the reporting person on August 2, 2011. Pursuant to the Trading Plan, the reporting person has exercised a portion of her December 19, 2001 stock option award (the "Award"), which is set to expire on December 19, 2011, and sold only enough shares to cover the cost of the exercise and taxes and is retaining the remaining shares acquired upon exercise.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
MATHEW SARA
103 JFK PARKWAY
SHORT HILLS, NJ 07078 		X
Chairman & CEO

Signatures
/s/ Christine Cappuccia for Sara Mathew 9/8/2011
** 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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