DILLARD'S, INC. — Major Shareholding Notification 2010

Feb 12, 2010

SC 13G 1 a10-3598_1sc13g.htm BENEFICIAL OWNERSHIP OF 5% OR MORE

| UNITED
STATES |
| --- |
| SECURITIES
AND EXCHANGE COMMISSION |
| Washington,
D.C. 20549 |

*SCHEDULE 13G*

*Under the Securities Exchange Act of 1934 (Amendment No. )**

*Dillard’s, Inc.*

(Name of Issuer)

*Class A Common Stock*

(Title of Class of Securities)

*254067101*

(CUSIP Number)

*December 31, 2009*

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x	Rule 13d-1(b)
o	Rule 13d-1(c)
o	Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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CUSIP No. 254067101 — (1)	Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) Dillard’s, Inc. Retirement Plan Trust 71-0512766
(2)	Check the Appropriate Box
if a Member of a Group (See Instructions)
	(a)	o
	(b)	o
(3)	SEC Use Only
(4)	Citizenship or Place of
Organization New York
Number of Shares Beneficially Owned by Each Reporting Person With:	(5)	Sole Voting Power 0
	(6)	Shared Voting Power 16,727,601
	(7)	Sole Dispositive Power 0
	(8)	Shared Dispositive Power 16,727,601
(9)	Aggregate Amount
Beneficially Owned by Each Reporting Person 16,727,601
(10)	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions) o
(11)	Percent of Class
Represented by Amount in Row (9) 23.96%
(12)	Type of Reporting Person
(See Instructions) EP

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Item 1	(a)	Name of Issuer: Dillard’s, Inc.
	(b)	Address of Issuer’s
Principal Executive Offices: Dillard’s, Inc. 1600 Cantrell Road Little Rock, AR 72201
Item 2
	(a)	Name of Person Filing: Dillard’s, Inc. Retirement Plan Trust
	(b)	Address of Principal
Business Office or, if none, Residence: Dillard’s, Inc. 1600 Cantrell Road Little Rock, AR 72201
	(c)	Citizenship: Arkansas
	(d)	Title of Class of
Securities: Class A Common Stock
	(e)	CUSIP Number: 254067101
Item 3	If this statement is filed pursuant
to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is
a:
	(a)	o	Broker or dealer
registered under section 15 of the Act (15 U.S.C. 78o).
	(b)	o	Bank as defined in section
3(a)(6) of the Act (15 U.S.C. 78c).
	(c)	o	Insurance company as
defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
	(d)	o	Investment company
registered under section 8 of the Investment Company Act of 1940 (15 U.S.C.
80a-8).
	(e)	o	An investment adviser in
accordance with § 240.13d-1(b)(1)(ii)(E);
	(f)	x	An employee benefit plan
or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
	(g)	o	A parent holding company
or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
	(h)	o	A savings associations as
defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813);
	(i)	o	A church plan that is
excluded from the definition of an investment company under section 3(c)(14)
of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	o	A non-U.S. institution in
accordance with §240.13d–1(b)(1)(ii)(J);
	(k)	o	Group, in accordance with
§240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance
with §240.13d–1(b)(1)(ii)(J), please specify the type of institution: .

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| Item 4 | Ownership — (a) | Amount beneficially
owned: 16,727,601 | |
| --- | --- | --- | --- |
| | (b) | Percent of class: 23.96% | |
| | (c) | Number of shares as to
which the person has: | |
| | | (i) | Sole power to vote or to
direct the vote 0 |
| | | (ii) | Shared power to vote or to
direct the vote 16,727,601 |
| | | (iii) | Sole power to dispose or
to direct the disposition of 0 |
| | | (iv) | Shared power to dispose or
to direct the disposition of 16,727,601 |
| Item 5 | Ownership of Five Percent or Less
of a Class | | |
| If this statement is being filed to report the fact
that as of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of securities, check
the following o . | | | |
| Item 6 | Ownership of More than Five Percent
on Behalf of Another Person | | |
| The reporting person is
a trust for the Issuer’s Employees’ Retirement Plan. | | | |
| Item 7 | Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on By the Parent
Holding Company or Control Person | | |
| Not Applicable | | | |
| Item 8 | Identification and Classification
of Members of the Group | | |
| Not Applicable | | | |
| Item 9 | Notice of Dissolution of Group | | |
| Not Applicable | | | |

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| Item 10 |
| --- |
| By signing below, Dillard’s, Inc. Retirement Plan
Trust certifies that, to the best of its knowledge and belief, the securities
referred to above were not acquired and are not held for the purpose of or
with the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect. |

*SIGNATURE*

After reasonable inquiry and to the best of its knowledge and belief, Dillard’s, Inc. Retirement Plan Trust certifies that the information set forth in this statement is true, complete and correct.

Dated: February 12, 2010
Dillard’s, Inc. Retirement
Plan Trust
By:	/ S / Phillip R. Watts
Name:	Phillip
R. Watts
Title:	Administrator

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