Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  WATSON DAVID N
2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2017
3. Issuer Name and Ticker or Trading Symbol
COMCAST CORP [CMCSA]
(Last)
(First)
(Middle)
ONE COMCAST CENTER
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Sr. EVP
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PHILADELPHIA, PA 19103
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Stock 641,241.866
D
 
Class A Common Stock 5,328
I
By Children
Class A Common Stock 140
I
By Spouse
Class A Common Stock 135,160
I
By Trusts

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Option to Purchase   (1) 03/26/2019 Class A Common Stock 428,000 $ 7.27 D  
Option to Purchase   (2) 03/25/2020 Class A Common Stock 470,000 $ 9.17 D  
Option to Purchase   (3) 03/27/2018 Class A Common Stock 302,000 $ 9.49 D  
Option to Purchase   (4) 03/24/2021 Class A Common Stock 330,000 $ 12.51 D  
Option to Purchase   (5) 02/24/2021 Class A Common Stock 79,314 $ 12.63 D  
Option to Purchase   (6) 03/22/2022 Class A Common Stock 310,000 $ 14.995 D  
Option to Purchase   (7) 03/21/2023 Class A Common Stock 284,400 $ 20.61 D  
Option to Purchase   (8) 03/20/2024 Class A Common Stock 225,600 $ 25 D  
Option to Purchase   (9) 03/19/2025 Class A Common Stock 212,400 $ 29.725 D  
Option to Purchase   (10) 03/17/2026 Class A Common Stock 218,600 $ 29.88 D  
Option to Purchase   (11) 03/16/2027 Class A Common Stock 179,500 $ 37.46 D  
Restricted Stock Units   (12)   (12) Class A Common Stock 196,660 $ 0 (13) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WATSON DAVID N
ONE COMCAST CENTER
PHILADELPHIA, PA 19103
      Sr. EVP  

Signatures

/s/ Arthur R. Block, Attorney-in-fact 04/06/2017
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) The options were granted on March 27, 2009 and become exercisable as follows: 30% becomes exercisable on the 2nd anniversary of the date of grant; an additional 15% on each of the 3rd, 4th and 5th anniversaries of the date of grant; and an additional 5% on each of the 6th, 7th, 8th, 9th and 9.5th anniversaries of the date of grant.
(2) The options were granted on March 26, 2010 and become exercisable as follows: 30% becomes exercisable on the 2nd anniversary of the date of grant; an additional 15% on each of the 3rd, 4th and 5th anniversaries of the date of grant; and an additional 5% on each of the 6th, 7th, 8th, 9th and 9.5th anniversaries of the date of grant.
(3) The options were granted on March 28, 2008 and become exercisable as follows: 30% becomes exercisable on the 2nd anniversary of the date of grant; an additional 15% on each of the 3rd, 4th and 5th anniversaries of the date of grant; and an additional 5% on each of the 6th, 7th, 8th, 9th and 9.5th anniversaries of the date of grant.
(4) The options were granted on March 25, 2011 and become exercisable as follows: 30% becomes exercisable on the 2nd anniversary of the date of grant; an additional 15% on each of the 3rd, 4th and 5th anniversaries of the date of grant; and an additional 5% on each of the 6th, 7th, 8th, 9th and 9.5th anniversaries of the date of grant.
(5) The options are immediately exercisable.
(6) The options were granted on March 23, 2012 and become exercisable as follows: 30% becomes exercisable on the 2nd anniversary of the date of grant; an additional 15% on each of the 3rd, 4th and 5th anniversaries of the date of grant; and an additional 5% on each of the 6th, 7th, 8th, 9th and 9.5th anniversaries of the date of grant.
(7) The options were granted on March 22, 2013 and become exercisable as follows: 30% becomes exercisable on the 2nd anniversary of the date of grant; an additional 15% on each of the 3rd, 4th and 5th anniversaries of the date of grant; and an additional 5% on each of the 6th, 7th, 8th, 9th and 9.5th anniversaries of the date of grant.
(8) The options were granted on March 21, 2014 and become exercisable as follows: 30% becomes exercisable on the 2nd anniversary of the date of grant; an additional 15% on each of the 3rd, 4th and 5th anniversaries of the date of grant; and an additional 5% on each of the 6th, 7th, 8th, 9th and 9.5th anniversaries of the date of grant.
(9) The options were granted on March 20, 2015 and become exercisable as follows: 30% becomes exercisable on the 2nd anniversary of the date of grant; an additional 15% on each of the 3rd, 4th and 5th anniversaries of the date of grant; and an additional 5% on each of the 6th, 7th, 8th, 9th and 9.5th anniversaries of the date of grant.
(10) The options were granted on March 18, 2016 and become exercisable as follows: 30% becomes exercisable on the 2nd anniversary of the date of grant; an additional 15% on each of the 3rd, 4th and 5th anniversaries of the date of grant; and an additional 5% on each of the 6th, 7th, 8th, 9th and 9.5th anniversaries of the date of grant.
(11) The options were granted on March 17, 2017 and become exercisable as follows: 30% becomes exercisable on the 2nd anniversary of the date of grant; an additional 15% on each of the 3rd, 4th and 5th anniversaries of the date of grant; and an additional 5% on each of the 6th, 7th, 8th, 9th and 9.5th anniversaries of the date of grant.
(12) The restricted stock units vest in installments of 15%, 15%, 15%, 15% and 40% on the 13th-month, 2nd, 3rd, 4th and 5th anniversaries of the date of grant. The original dates of grant are August 10, 2012, March 22, 2013, March 21, 2014, March 20, 2015, March 18, 2016 and March 17, 2017.
(13) Each restricted stock unit represents a contigent right to receive one share of Class A Common Stock.
 
Remarks:
Exhibit 24 - Power of Attorney

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