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Bath & Body Works, Inc. Director's Dealing 2012

Mar 29, 2012

30981_dirs_2012-03-29_576c8ee2-1b7a-4dc9-a3c7-0c9db850f9cf.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LIMITED BRANDS INC (LTD)
CIK: 0000701985
Period of Report: 2012-03-27

Reporting Person: Wexner Leslie H. (Director, Chairman and CEO, 10% Owner)
Reporting Person: WEXNER ABIGAIL S (Director, Chairman and CEO, 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-03-27 Common Stock M 516630 Acquired 21389194 Direct
2012-03-27 Common Stock G 2000000 Disposed 19389194 Direct
2012-03-27 Common Stock G 2000000 Acquired 2478115 Indirect
2012-03-27 Common Stock S 2000000 $48.76 Disposed 478115 Indirect
2012-03-27 Common Stock S 2000000 $48.76 Disposed 11705880 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-03-27 Stock option settlement right $ M 516630 Disposed 2012-12-31 Common Stock (516630) Direct

Footnotes

F1: Delivery by Issuer of shares to Leslie H. Wexner ("Mr. Wexner") pursuant to terms of amended stock option. The stock option was previously amended to provide, in general and among other things, that following exercise of the option the Issuer will be obligated to deliver to Mr. Wexner, after compliance with certain regulatory requirements, newly-issued underlying shares of Common Stock.

F2: Not applicable.

F3: Owned by Mr. Wexner directly. Owned by Abigail S. Wexner ("Mrs. Wexner") indirectly, through Mr. Wexner.

F4: See Exhibit 99.1 for a table of all non-derivative shares of the Issuer beneficially owned directly or indirectly by Mr. Wexner and Mrs. Wexner.

F5: Mr. Wexner and Mrs. Wexner disclaim beneficial ownership of all indirectly owned securities reported on this Form in excess of their respective pecuniary interests therein.

F6: Transfer of shares from Mr. Wexner to The Wexner Children's Trust II.

F7: Owned by Mrs. Wexner indirectly. Owned by Mr. Wexner indirectly, through Mrs. Wexner.

F8: Owned by Mr. Wexner indirectly. Owned by Mrs. Wexner indirectly, through Mr. Wexner.