PAYCHEX INC — Director's Dealing 2012

Oct 9, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PAYCHEX INC (PAYX)
CIK: 0000723531
Period of Report: 2012-10-08

Reporting Person: HORSLEY PHILLIP (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-10-08	Common Stock	M	2084	$31.95	Acquired	105568	Direct
2012-10-08	Common Stock	S	2084	$33.25	Disposed	103484	Direct
2012-10-08	Common Stock	M	515	$29.55	Acquired	103999	Direct
2012-10-08	Common Stock	S	515	$33.35	Disposed	103484	Direct
2012-10-08	Common Stock	M	9485	$29.55	Acquired	112969	Direct
2012-10-08	Common Stock	S	9485	$33.25	Disposed	103484	Direct
2012-10-08	Common Stock	M	10000	$31.79	Acquired	113484	Direct
2012-10-08	Common Stock	S	10000	$33.25	Disposed	103484	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-10-08	Stock Option	$29.55	M	515	Disposed	2012-10-12	Common Stock (515)	Direct
2012-10-08	Stock Option	$29.55	M	9485	Disposed	2012-10-12	Common Stock (9485)	Direct
2012-10-08	Stock Option	$31.79	M	10000	Disposed	2012-10-12	Common Stock (10000)	Direct
2012-10-08	Stock Option	$31.95	M	2084	Disposed	2012-10-12	Common Stock (2084)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$33.68	2012-10-12	Common Stock (10000)	10000	Direct
Stock Option	$36.87	2012-10-12	Common Stock (6000)	6000	Direct
Stock Option	$43.91	2012-10-12	Common Stock (4000)	4000	Direct
Stock Option	$31.63	2021-07-06	Common Stock (11468)	11468	Direct
Stock Option	$31.50	2022-07-11	Common Stock (15052)	15052	Direct

Footnotes

F1: Exercise of stock options approaching 10-year expiration date.