LINCOLN NATIONAL CORP — Director's Dealing 2012

Apr 3, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LINCOLN NATIONAL CORP (LNC)
CIK: 0000059558
Period of Report: 2012-03-30

Reporting Person: KELLY GARY C (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-30	Phantom Stock Units	$	A	739.76	Acquired		Common Stock (739.76)	Direct

Footnotes

F1: Each share of phantom stock represents the right to receive one share of LNC common stock.

F2: Quarterly payment of board retainer and fees in shares of phantom stock accrued under the Deferred Compensation Plan for Non-Employee Directors (the "Plan"), which are payable solely in shares of the Company's common stock at resignation or retirement.

F3: Includes 19.95 shares acquired through dividend reinvestment since the reporting person's last report.