IDT CORP — Director's Dealing 2011

Apr 6, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: IDT CORP (IDT,IDT.C)
CIK: 0001005731
Period of Report: 2011-04-04

Reporting Person: MASON JOYCE J (EVP and Corporate Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-18	Class B Common Stock	G	800	$0.00	Acquired	3166	Indirect
2011-02-18	Class B Common Stock	G	800	$0.00	Acquired	2691	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-04-04	Employee Stock Option (right to buy)	$26.5545	D	6700	Disposed	2011-04-04	Class B Common Stock (6700)	Direct
2011-04-04	Employee Stock Option (right to buy)	$26.5545	A	6700	Acquired	2012-04-16	Class B Common Stock (6700)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class B Common Stock	1568	Indirect
Class B Common Stock	2182	Indirect
Class B Common Stock	29549	Direct

Footnotes

F1: As of March 31, 2011.

F2: Consists of 18,281 shares of Restricted Stock, 8,281 shares of which are vested, 1,396 shares of stock purchased through the Issuer's Employee Stock Purchase Program and 9,872 shares held by Ms. Mason directly.

F3: The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option, and the grant of a replacement option in which the exercise period was extended. The options were exercisable starting on April 5, 2003.