Designer Brands Inc. — Director's Dealing 2012

Dec 3, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DSW Inc. (DSW)
CIK: 0001319947
Period of Report: 2012-11-29

Reporting Person: SCHOTTENSTEIN JAY L (Director, Executive Chairman, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-29	Class A Common Shares	C	53700.0000	$0.0000	Acquired	53700.0000	Indirect
2012-11-29	Class A Common Shares	S	53700.0000	$68.3600	Disposed	0.0000	Indirect
2012-11-30	Class A Common Shares	C	55400.0000	$0.0000	Acquired	55400.0000	Indirect
2012-11-30	Class A Common Shares	S	55400.0000	$67.8500	Disposed	0.0000	Indirect
2012-12-03	Class A Common Shares	C	74500.0000	$0.0000	Acquired	74500.0000	Indirect
2012-12-03	Class A Common Shares	S	74500.0000	$68.0400	Disposed	0.0000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-11-29	Class B Common Shares	$	C	53700.0000	Disposed		Class A Common Shares (53700.0000)	Indirect
2012-11-30	Class B Common Shares	$	C	55400.0000	Disposed		Class A Common Shares (55400.0000)	Indirect
2012-12-03	Class B Common Shares	$	C	74500.0000	Disposed		Class A Common Shares (74500.0000)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Shares	13150.0000	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Shares	$		Class A Common Shares (71905.0000)	71905.0000	Direct
Class B Common Shares	$		Class A Common Shares (4291995.0000)	4291995.0000	Indirect

Footnotes

F1: Price represents a weighted average of the sale price. Shares were sold at prices ranging from $68.30 to $68.62. Upon the request by the SEC staff, the Issuer, or a security holder of the Issuer, the reporting person will provide the full information about the number of shares sold at each separate price.

F2: Price represents a weighted average of the sale price. Shares were sold at prices ranging from $67.80 to $68.17. Upon the request by the SEC staff, the Issuer, or a security holder of the Issuer, the reporting person will provide the full information about the number of shares sold at each separate price.

F3: Price represents a weighted average of the sale price. Shares were sold at prices ranging from $67.80 to $68.41. Upon the request by the SEC staff, the Issuer, or a security holder of the Issuer, the reporting person will provide the full information about the number of shares sold at each separate price.

F4: Class B common shares convert to Class A common shares on a one-for-one basis.

F5: The Class B common shares are convertible at any time, at the holder's election, and have no expiration date.