MANHATTAN ASSOCIATES INC — Director's Dealing 2012

May 2, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MANHATTAN ASSOCIATES INC (MANH)
CIK: 0001056696
Period of Report: 2012-05-01

Reporting Person: MITCHELL JEFFREY S (Exec. VP--Americas Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-01	Common Stock	M	24163	$30.16	Acquired	80796	Direct
2012-05-01	Common Stock	S	24163	$50.50	Disposed	56633	Direct
2012-05-01	Common Stock	S	15150	$50.0686	Disposed	41483	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-01	Employee Stock Option	$30.16	M	24163	Disposed	2014-01-04	Common Stock (24163)	Direct

Footnotes

F1: $50.0686 is the weighted average sale price for the transactions reported in this line item. These transactions were consummated at prices ranging from $50.0000 to $50.3800. The filing person undertakes to provide full information regarding the number of shares sold at each price upon request by the Securities and Exchange Commission, the Company or a security holder of the Company.

F2: The options were vested 25% annually as of the date of grant, which was 01/04/2007.