Andersons, Inc. — Director's Dealing 2011

Feb 23, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ANDERSONS INC (ANDE)
CIK: 0000821026
Period of Report: 2011-02-22

Reporting Person: SHAH RASESH H (President, Rail Group)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-22	COMMON STOCK	F	20700	$49.17	Disposed	32646.24	Direct
2011-02-22	COMMON STOCK	M	24000	$39.115	Acquired	56646.24	Direct
2011-02-22	COMMON STOCK	F	1234	$49.17	Disposed	55412.24	Direct
2011-02-22	COMMON STOCK	M	2634	$11.02	Acquired	58046.24	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-22	SOSAR	$11.02	M	2634	Disposed	2014-03-31	COMMON STOCK (2634)	Direct
2011-02-22	SOSAR	$39.115	M	24000	Disposed	2011-04-01	COMMON STOCK (24000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
PERFORMANCE SHARE UNIT	6150	Direct
PERFORMANCE SHARE UNIT	3075	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
SOSAR	$32.75	2015-04-01	COMMON STOCK (4575)	4575	Direct
SOSAR	$46.26	2013-04-01	COMMON STOCK (6000)	6000	Direct
SOSAR	$42.08	2012-03-31	COMMON STOCK (11000)	11000	Direct

Footnotes

F1: Stock performance unit granted pursuant to The Andersons, Inc. Plan. Units vest 100% in 3 years contingent on cumulative EPS. Number of underlying shares are determined by the three-year cumulative fully diluted EPS for the performance period.