Form 4 TESORO CORP /NEW/ For: Nov 20 Filed by: Parrish Charles S

November 21, 2014 12:12 PM EST

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
Expires:	December 31, 2014
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 ^*

Parrish Charles S

(Last)

(First)

(Middle)

19100 RIDGEWOOD PARKWAY

(Street)

SAN ANTONIO

78259

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TESORO CORP /NEW/ [ TSO ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP, Gen Counsel & Sec

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2014

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/20/2014		M		44,900	A	$ 33.68	71,975 ⁽¹⁾	D
Common Stock	11/20/2014		S		44,900	D	⁽²⁾	27,075	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock Right to Buy	$ 33.68	11/20/2014		M			44,900	⁽³⁾	02/02/2016	Common Stock	44,900	⁽²⁾	79,800	D

Explanation of Responses:

1. Balance includes direct ownership of 27,075 shares.

2. Shares sold as follows: 400 at 74.93, 400 at 74.94, 100 at 74.95, 400 at 74.96, 100 at 74.96, 500 at 74.97, 412 at 74.98, 488 at 74.99, 100 at 75.00, 300 at 75.01, 100 at 75.015, 700 at 75.02, 690 at 75.03, 510 at 75.04, 1000 at 75.05, 1150 at 75.06, 400 at 75.07, 600 at 75.08, 400 at 75.09, 1800 at 75.10, 485 at 75.11, 575 at 75.12, 996 at 75.13, 812 at 75.14, 422 at 75.15, 1000 at 75.16, 2200 at 75.17, 1300 at 75.18, 2384 at 75.19, 1565 at 75.20, 200 at 75.20, 2300 at 75.21, 961 at 75.22, 700 at 75.23, 1100 at 75.24, 900 at 75.25, 874 at 75.26, 1576 at 75.27, 3000 at 75.28, 2400 at 75.29, 2250 at 75.30, 1350 at 75.31, 1600 at 75.32, 400 at 75.330, 300 at 75.34, 1231 at 75.35, 74 at 75.35, 995 at 75.36, 100 at 75.37, and 300 at 75.38.

3. Grant has a graded vesting schedule. Date exercisable will vary for each vesting schedule.

	Jean M Mosel, Attorney-in-Fact for Charles S. Parrish	11/21/2014
	** 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 Number.

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