MOODYS CORP /DE/ — Director's Dealing 2013

May 15, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MOODYS CORP /DE/ (MCO)
CIK: 0001059556
Period of Report: 2013-05-14

Reporting Person: Cantor Richard (Chief Risk Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-14	Common Stock	M	49008	$25.37	Acquired	104686	Direct
2013-05-14	Common Stock	S	49008	$66.285	Disposed	55678	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-14	Employee Stock Option (right to buy)	$25.37	M	49008	Disposed	2019-02-10	Common Stock (49008)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	0.3292	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from
$66.10 to $66.53. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full
information regarding the number of shares sold at each separate price.

F2: As of last statement dated March 31, 2013.

F3: One fourth of the options vested each year beginning with the date indicated.