DILLARD'S, INC. — Director's Dealing 2011

May 24, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DILLARDS INC (DDS)
CIK: 0000028917
Period of Report: 2011-05-23

Reporting Person: DILLARD WILLIAM T II (Director, CEO, Chairman of Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-10	Common Class A	G	6825	—	Disposed	780042	Direct
2011-05-23	Common Class A	M	127683	$26.23	Acquired	907725	Direct
2011-05-23	Common Class A	F	91340	$52.81	Disposed	816385	Direct
2011-05-23	Common Class A	A	124	$52.71	Acquired	816509	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-05-23	Common Class A	$26.23	M	127683	Disposed	2011-05-24	Common Class A (127683)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Class A - Retirement Plan	96277	Direct
Common Class A	41496	Indirect
Common Class B	3985776	Indirect

Footnotes

F1: These shares are held by W.D. Company. The reporting person owns 27.4% of W.D. Company and is one of its directors and officers.