Designer Brands Inc. — Director's Dealing 2012

May 22, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DSW Inc. (DSW)
CIK: 0001319947
Period of Report: 2012-05-21

Reporting Person: Ferree Deborah L (V Chairman & Chief Mdsing Off.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-21	Class A Common Shares	M	10439.0000	$18.2000	Acquired	29496.0000	Direct
2012-05-21	Class A Common Shares	S	10439.0000	$54.4600	Disposed	19057.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-21	Stock Option - Right to Buy	$18.2000	M	10439.0000	Disposed	2015-06-28	Class A Common Shares (10439.0000)	Direct

Footnotes

F1: The sales in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Ms. Ferree on March 16, 2011.

F2: Price represents a weighted average of the sale price. Shares were sold at prices ranging from $54.07 to $55.01. 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: Previously reported stock option has been adjusted to reflect a special stock dividend declared by the Issuer and exempt pursuant to Rule 16a-9.

F4: Option vests 20% per year beginning on the first anniversary of the date of grant.