LAMAR ADVERTISING CO/NEW — Director's Dealing 2009

Jul 6, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LAMAR ADVERTISING CO/NEW (LAMR)
CIK: 0001090425
Period of Report: 2009-07-01

Reporting Person: REILLY KEVIN P JR (Director, President and CEO, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-07-01	Stock Option (right to buy)	$26.42	D	97500	Disposed	2011-09-27	Class A Common Stock (97500)	Direct
2009-07-01	Stock Option (right to buy)	$37.35	D	25000	Disposed	2014-02-06	Class A Common Stock (25000)	Direct
2009-07-02	Stock Option (right to buy)	$15.67	A	82222	Acquired	2019-07-02	Class A Common Stock (82222)	Direct

Footnotes

F1: This option vested as to 40% immediately on the grant date, September 27, 2001, and an additional 30% on each of the next two anniversaries of the grant date.

F2: On July 2, 2009, pursuant to the issuer's option exchange program, the issuer cancelled options granted to the reporting person on September 27, 2001 and February 6, 2004 and issued a replacement option to the reporting person for 82,222 shares, having an exercise price equal to the closing price of the underlying Class A common stock on the grant date, as reported by the Nasdaq Global Select Market.

F3: This option vested as to 20% immediately on the grant date, February 6, 2004, and an additional 20% on each of the next four anniversaries of the grant date.

F4: 20% of the shares subject to this option vested on July 2, 2009, and an additional 20% of the shares subject to this option will vest on each of the first four anniversaries of July 2, 2009, such that this option will be fully vested on July 2, 2013, provided that vesting is conditioned on the reporting person's continued active service to the Company or one of its subsidiaries through each applicable vesting date.