1 800 FLOWERS COM INC — Director's Dealing 2014

Dec 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: 1 800 FLOWERS COM INC (FLWS)
CIK: 0001084869
Period of Report: 2014-11-28

Reporting Person: MCCANN CHRISTOPHER G (Director, President, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-11-28	Class A Common Stock	M	3745	$8.45	Acquired	1569131	Direct
2014-11-28	Class A Common Stock	S	3741	$8.71	Disposed	1565390	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-11-26	Class A Common Stock	$8.45	M	3745	Disposed	2014-12-02	Class A Common Stock (3745)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	389841	Indirect
Class A Common Stock	110	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.70 to $8.715, inclusive. The reporting person undertakes to provide to 1-800-FLOWERS.COM, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

F2: Shares held by a Grantor Annuity Trust of which Reporting Person is the Trustee.

F3: Shares held by Reporting Person as custodian for his son.

F4: The option, representing a right to purchase a total of 37,500 shares, became exercisable with respect to 40% of the shares on December 2, 2006, which was the second anniversary of the date on which the option was granted, and became exercisable for an additional 20% on each of December 2, 2007, December 2, 2008 and December 2, 2009.