FIRST INTERSTATE BANCSYSTEM INC — Director's Dealing 2012

Nov 26, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FIRST INTERSTATE BANCSYSTEM INC (FIBK)
CIK: 0000860413
Period of Report: 2012-11-23

Reporting Person: Huston Michael G. (Ex. VP & Chief Banking Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-23	Class A Common Stock	M	2800	$0.00	Acquired	8019	Direct
2012-11-23	Class A Common Stock	M	2800	$14.5179	Disposed	5219	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-11-23	Stock Options	$11.25	M	2800	Disposed	2013-01-29	Class B Common Stock (2800)	Direct
2012-11-23	Class B Common Stock	$0.00	M	2800	Acquired	2029-12-31	Class A Common Stock (2800)	Direct
2012-11-23	Clas B Common Stock	$0.00	M	2800	Disposed	2029-12-31	Class A Common Stock (2800)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	14698	Indirect
Class A Common Stock	4972	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$0.00	2029-12-31	Class A Common Stock (1776)	1776	Indirect

Footnotes

F1: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $14.36 to $14.68. The reporting person undertakes to provide to First Interstate BancSystem, Inc., any security holder of First Interstate BancSystem, Inc., or the staff of the Securities and Exchange Commission, upon, request, the full information regarding the number of shares sold at each separate price within the ranges set forth above.

F2: On March 5, 2010, the Company recapitalized its existing common stock. The recapitalization included, among other things, a redesignation of existing common stock as Class B common stock and the creation of a new class of common stock designated as Class A common stock, which is listed on the NASDAQ stock market under the symbol "FIBK". The Class B common stock is convertible at any time into Class A common stock on a share for share basis at the discretion of the holder. The conversion feature of the Class B common stock does not expire.