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FARMER BROTHERS CO Director's Dealing 2012

Jan 23, 2012

34716_dirs_2012-01-23_ede093a6-414f-41b6-82e7-209c63698453.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FARMER BROTHERS CO (FARM)
CIK: 0000034563
Period of Report: 2012-01-20

Reporting Person: Waite Carol Farmer (10% Owner, Trustee, Beneficiary, Settlor)
Reporting Person: Grossman Jeanne Farmer (Director, 10% Owner, Trustee, Beneficiary, Settlor)
Reporting Person: Farmer Richard F (10% Owner, Trustee, Beneficiary, Settlor)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-01-20 Farmer Bros. Co. Common Stock J 204399 $7.86 Disposed 6399822 Indirect
2012-01-20 Farmer Bros. Co. Common Stock J 119430 $7.86 Disposed 6399822 Indirect
2012-01-20 Farmer Bros. Co. Common Stock J 323829 $7.86 Acquired 6399822 Indirect

Footnotes

F1: On January 20, 2012, a Farmer family trust for which Carol Farmer Waite and Jeanne Farmer Grossman are the co-trustees distributed 204,399 shares of Farmer Brothers Co. common stock held by it to a separate family trust for which Ms. Waite and Richard F. Farmer serve as trustees. No shares were purchased or sold.

F2: On January 20, 2012, a Farmer family trust for which Ms. Waite and Ms. Grossman are the trustees distributed 119,430 shares of Farmer Brothers Co. common stock held by it to a separate family trust for which Ms. Waite and Mr. Farmer serve as trustees. No shares were purchased or sold.

F3: In connection with the distributions described in Notes 1 and 2 above, 323,829 shares of Farmer Brothers Co. common stock held by two Farmer family trusts were distributed to a separate family trust for which Ms. Waite and Mr. Farmer are the co-trustees. The shares held by such trust are beneficially owned by each of Ms. Waite, Ms. Grossman and Mr. Farmer to the extent of their proportionate interests in such trust. At the option of the Reporting Persons, the entire amount of the trust's interest in the shares is being reported. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or her pecuniary interest therein. No shares were purchased or sold.