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BED BATH & BEYOND, INC. Director's Dealing 2011

May 6, 2011

32775_dirs_2011-05-06_7354270b-4118-4081-ab66-3d91aadf8b5a.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OVERSTOCK.COM, INC (OSTK)
CIK: 0001130713
Period of Report: 2011-05-04

Reporting Person: ABRAHAM ALLISON H (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-05-06 Common Stock M 1875 $13.65 Acquired 8750 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2011-05-04 Restricted Stock Units $ A 8000 Acquired Common Stock (8000) Direct
2011-05-06 Restricted Stock Units $ M 1875 Disposed Common Stock (1875) Direct

Footnotes

F1: Each Restricted Stock Unit represents a contingent right to receive one share of Overstock.com, Inc. common stock. The Restricted Stock Units vest as to 25% at the close at the close of business on May 6, 2010, 25% at the close of business on May 6, 2011, and the remaining 50% at the close of business on May 6, 2012. Vested shares will be delivered to the reprting person promptly after the Restricted Stock Units vest.

F2: Each Restricted Stock Unit represents a contingent right to receive one share of Overstock.com, Inc. common stock. The Restricted Stock Units vest as to 25% at the close at the close of business on May 4, 2012, 25% at the close of business on May 4, 2013, and the remaining 50% at the close of business on May 4, 2014. Vested shares will be delivered to the reprting person promptly after the Restricted Stock Units vest.