ALTRIA GROUP, INC. — Director's Dealing 2013

May 20, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALTRIA GROUP, INC. (MO)
CIK: 0000764180
Period of Report: 2013-05-16

Reporting Person: KELLY ENNIS DEBRA J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-16	Common Stock	A	4285	—	Acquired	4285	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-16	Phantom Stock Units	$	A	268	Acquired		Common Stock (268)	Direct

Footnotes

F1: Deferred Stock awarded under the Stock Compensation Plan for Non-Employee Directors.

F2: Phantom Stock Units convert to the cash value of the issuer's common stock on a 1-for-1 basis.

F3: The units were acquired on May 16, 2013 pursuant to the Deferred Fee Plan for Non-Employee Directors.

F4: The participant will receive distributions of phantom stock units in cash either prior to or following termination of service as a member of the issuer's board of directors, as elected by the participant.

F5: The average of the high and low price of Altria Group, Inc. common stock on May 16, 2013.

F6: Share equivalents held in the Deferred Fee Plan for Non-Employee Directors. This total includes the May 16, 2013 acquisition of 268 share equivalents under the Deferred Fee Plan for Non-Employee Directors and 3 share equivalents acquired through the reinvestment of dividends since March 29, 2013, the date of the last reportable transaction.