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 * BUTTERFIELD STEPHEN F   2. Issuer Name and Ticker or Trading Symbol NELNET INC [NNI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 6991 EAST CAMELBACK ROAD, SUITE B290 3. Date of Earliest Transaction (Month/Day/Year) 08/29/2013 (Street) SCOTTSDALE, AZ 85251 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 Class B Common Stock 08/29/2013   G(1) V 252,125 D $ 0 0 I By GRAT Class B Common Stock 08/29/2013   G V 50,425 A $ 0 50,425 (2) I By trust Class B Common Stock 08/29/2013   G V 50,425 A $ 0 50,425 (3) I By trust Class B Common Stock 08/29/2013   G V 50,425 A $ 0 50,425 (4) I By trust Class B Common Stock 08/29/2013   G V 50,425 A $ 0 50,425 (5) I By trust Class B Common Stock 08/29/2013   G V 50,425 A $ 0 50,425 (6) I By trust Class B Common Stock 11/29/2013   G(7) V 3,445 D $ 0 2,110,103 (8) D   Class A Common Stock 11/29/2013   G(7) V 4,353 D $ 0 0 D   Class B Common Stock               1,586,691 (9) I By corporation

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
BUTTERFIELD STEPHEN F 6991 EAST CAMELBACK ROAD SUITE B290 SCOTTSDALE, AZ 85251	X	X

Signatures

/s/ Kirsten J. Foos, Attorney-in-Fact for Stephen F. Butterfield		01/08/2014
**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)	Shares were held by the Stephen F. Butterfield Class B Grantor Retained Annuity Trust dated August 29, 2003. Upon expiration of the grantor retained annuity trust term on August 29, 2013, a total of 252,125 shares were transferred to trusts for the benefit of the reporting person's children as discussed in footnotes (2) through (6) below. 12,501 shares were previously transferred to the reporting person in an annuity distribution on August 28, 2013 and continue to be reported in this Form 4 as directly owned.
(2)	Shares held by a trust, of which an adult son of the reporting person is the beneficiary. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein.
(3)	Shares held by a trust, of which an adult son of the reporting person is the beneficiary. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein.
(4)	Shares held by a trust, of which an adult son of the reporting person is the beneficiary. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein.
(5)	Shares held by a trust, of which a son of the reporting person is the beneficiary.
(6)	Shares held by a trust, of which a daughter of the reporting person is the beneficiary.
(7)	The gift reported in this filing was effected pursuant to a Rule 10b5-1 Stock Gift Plan entered into by the reporting person on August 29, 2013.
(8)	Includes shares of Class B Common Stock distributed to the reporting person from the grantor retained annuity trust established by the reporting person as discussed in footnote (1) above.
(9)	Shares held by Union Financial Services, Inc. ("UFS"), of which the reporting person is a director and president and owns 50.0% of the outstanding capital stock. The reporting person continues to report beneficial ownership of all the shares held by UFS, but disclaims beneficial ownership of the shares held by UFS except to the extent of his pecuniary interests therein.

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