SAUL CENTERS, INC. — Director's Dealing 2013

May 13, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SAUL CENTERS INC (BFS)
CIK: 0000907254
Period of Report: 2013-05-10

Reporting Person: GROSVENOR GILBERT M (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-10	Common Shares	A	200	$44.42	Acquired	542.027	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-10	Stock Option	$44.42	A	2500	Acquired	2023-05-10	Common Stock (2500)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$43.97		Common Stock (42223.307)	42223.307	Direct
Stock Option	$40.35	2016-05-01	Common Stock (2500)	2500	Direct
Stock Option	$54.17	2017-04-27	Common Stock (2500)	2500	Direct
Stock Option	$50.15	2018-04-25	Common Stock (2500)	2500	Direct
Stock Option	$32.68	2019-04-24	Common Stock (2500)	2500	Direct
Stock Option	$38.76	2020-05-07	Common Stock (2500)	2500	Direct
Stock Option	$41.82	2021-05-13	Common Stock (2500)	2500	Direct
Stock Option	$39.29	2022-05-04	Common Stock (2500)	2500	Direct

Footnotes

F1: 1 for 1

F2: Pursuant to the issuer's Deferred Compensation Plan under its 2004 Stock Plan and the Deferred Fee Agreement executed by the reporting person, the reporting person has elected to defer receipt of his director's fees, and receive phantom stock, the amount of which is calculated as the quotient of the dollar value of fees deferred, divided by the fair market value of the issuer's shares on the date the phantom stock is received.

F3: The conversion of phantom stock into shares of the issuer's common stock is governed pursuant to terms of the issuer's Deferred Compensation Plan under its 2004 Stock Plan, as amended, and the reporting person's Deferred Fee Agreement.

F4: Balance increased by April 30, 2013 Dividend Reinvestment Plan award of 2.850 shares.