Lazard, Inc. — Director's Dealing 2010

Aug 6, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Lazard Ltd (LAZ)
CIK: 0001311370
Period of Report: 2010-08-05

Reporting Person: Castellano Michael J (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-08-05	Class A common stock	M	28693	—	Acquired	62667	Direct
2010-08-05	Class A common stock	F	13199	$32.71	Disposed	49468	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-08-05	Restricted Stock Units	$	M	28693	Disposed	2010-08-05	Class A Common Stock (28693)	Direct

Footnotes

F1: Pursuant to an amendment to the retirement policy governing the restricted stock units ("RSUs") of Lazard Ltd (the "Company"), the reporting person met the retirement requirements and is therefore eligible to receive restricted shares for the RSUs that were granted on February 11, 2010, including any additional RSUs received as dividend equivalents. The amendment provided that 46% of the reporting person's shares could be sold or withheld by the Company to pay applicable taxes and the remainder would be subject to certain restrictions on transfer, and covenants, in accordance with the underlying award.

F2: The shares of Class A common stock were acquired upon the conversion Restricted Stock Units.

F3: Shares withheld by the Company to cover estimated taxes.

F4: Each Restricted Stock Unit represented a contingent right to receive one share of Class A common stock of Lazard Ltd.