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INGLES MARKETS INC Director's Dealing 2008

Dec 22, 2008

32025_dirs_2008-12-22_6ce9b627-ceb5-46da-b8ad-c83101a5f163.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INGLES MARKETS INC (IMKTA)
CIK: 0000050493
Period of Report: 2008-12-18

Reporting Person: INGLE ROBERT P (Director, CEO, Profit Sharing Plan Trustee)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2008-12-18 Class A Common Stock S 600 $17.00 Disposed 214777 Direct
2008-12-18 Class A Common Stock S 300 $17.00 Disposed 214477 Direct
2008-12-18 Class A Common Stock S 2000 $17.01 Disposed 212477 Direct
2008-12-18 Class A Common Stock S 500 $17.01 Disposed 211977 Direct
2008-12-18 Class A Common Stock S 600 $17.02 Disposed 211377 Direct
2008-12-18 Class A Common Stock S 2500 $17.06 Disposed 208877 Direct
2008-12-18 Class A Common Stock S 300 $17.07 Disposed 208577 Direct
2008-12-18 Class A Common Stock S 2500 $17.22 Disposed 206077 Direct
2008-12-18 Class A Common Stock S 2000 $17.23 Disposed 204077 Direct
2008-12-18 Class A Common Stock S 2000 $17.23 Disposed 202077 Direct
2008-12-18 Class A Common Stock S 2000 $17.24 Disposed 200077 Direct
2008-12-18 Class A Common Stock S 2000 $17.24 Disposed 198077 Direct
2008-12-18 Class A Common Stock S 2000 $17.26 Disposed 196077 Direct
2008-12-18 Class A Common Stock S 2000 $17.27 Disposed 194077 Direct
2008-12-18 Class A Common Stock S 2000 $17.30 Disposed 192077 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Class A Common Stock 930000 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Class B Common Stock $0 Class A Common Stock () 930000 Indirect
Class B Common Stock $0 Class A Common Stock () 48600 Indirect

Footnotes

F1: Class B Common Stock may be converted to Class A Common Stock on a 1-for-1 basis without additional consideration.

F2: Exercisable immediately.

F3: None.

F4: The reporting person is a trustee of the Ingles Markets Investments/Profit Sharing Plan (the "Plan"). The reporting person disclaims beneficial ownership of the reported securities except to the extent of his or her pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose except to the extent of his or her pecuniary interest therein.

F5: The reporting person disclaims beneficial ownership of these shares.