FIRST INTERSTATE BANCSYSTEM INC — Director's Dealing 2013

Feb 5, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FIRST INTERSTATE BANCSYSTEM INC (FIBK)
CIK: 0000860413
Period of Report: 2013-02-01

Reporting Person: GUENTHNER KEVIN (SVP & Chief Infor. Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-02-01	Class A Common Stock	C	2198	$0.00	Acquired	12865	Direct
2013-02-05	Class A Common Stock	S	1009	$17.29	Disposed	11856	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-02-01	Stock Options	$12.37	M	8000	Disposed	2014-02-04	Class B Common Stock (8000)	Direct
2013-02-01	Stock Options	$13.87	M	6800	Disposed	2015-02-03	Class B Common Stock (6800)	Direct
2013-02-01	Class B Common Stock	$0.00	M	14800	Acquired	2029-12-31	Class A Common Stock (14800)	Direct
2013-02-01	Class B Common Stock	$0.00	F	12602	Disposed	2029-12-31	Class B Common Sock (12602)	Direct
2013-02-01	Class B Common Stock	$0.00	C	2198	Disposed	2029-12-31	Class A Common Stock (2198)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	8760	Indirect

Footnotes

F1: 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, a four-for-one split of 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 descretion of the holder. The conversion feature of the Class B common stock does not expire.

F2: Includes 11,217 shares for payment of option exercise price and 1,385 shares for payment of taxes, valued at $17.23 per share.