VICTORY CAPITAL MANAGEMENT INC

Q3 2013 13F Holdings Report, Restatement, Stock Holdings

Signature - Title: Colin S Kinney - Chief Compliance Officer
Location: San Antonio, TX
Holdings as of: 30 Sep 2013
Value $: $13,938,453,000
Num holdings: 1,364
Filing time: 12 Mar 2014, 10:09:08 UTC
Form type: 13F-HR/A-1 - Restatement
Description: All US holdings of this investor are reported in this report. Top holdings included AAPL, GOOGL, APD, CTXS, and GM.
Next filing: Q4 2013 - 12 Feb 2014
SEC: View on sec.gov

Sym	Weight	Trade Impact	Company	Class	Share Change	Activity	Value Change $	Value $	* Price $	Shares	Principal

Compare Q3 2013 to

* Reported Price is the price of the security as of the portfolio date. This value is significant in that it is the last known price at which the security was still held.
An asterisk sign (*) next to the price indicates that the price is likely invalid.

Person Signing this Report on Behalf of Reporting Manager:

Name	Title	City, State	Date
Colin S Kinney	Chief Compliance Officer	Brooklyn, Ohio	11 Mar 2014

Other Included Managers (1):

Num	Name	Location	File Number
1	UNITED SERVICES AUTOMOBILE ASSOCIATION	San Antonio, TX	028-05810