KORN FERRY — Director's Dealing 2011

Jul 14, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KORN FERRY INTERNATIONAL (KFY)
CIK: 0000056679
Period of Report: 2011-07-11

Reporting Person: DiGregorio Michael A (EVP & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-07-11	Common Stock, par value $0.01 per share	A	7840	—	Acquired	20640	Direct
2011-07-12	Common Stock, par value $0.01 per share	F	1144	$22.22	Disposed	19496	Direct

Footnotes

F1: Represents shares of restricted stock that vest in four equal annual installments commencing on July 11, 2012.

F2: Granted as compensation for services.

F3: Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the vesting, on July 12, 2011, of 3,200 shares of restricted stock held by the Reporting Person.