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ALTRIA GROUP, INC. Director's Dealing 2012

Nov 5, 2012

29853_dirs_2012-11-05_b65ac367-9453-467d-bca3-bc4891f4e7c7.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALTRIA GROUP, INC. (MO)
CIK: 0000764180
Period of Report: 2012-11-01

Reporting Person: Willard Howard A. (Executive Vice President & CFO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-11-01 Common Stock S 37500 $31.9337 Disposed 227595 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 353 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 $31.90 to $31.995, inclusive. The reporting person undertakes to provide to Altria Group, Inc., any security holder of Altria Group, 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 in footnote 1 to this Form 4.

F2: Includes 182,420 shares of Restricted Stock.

F3: The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.