UNIVERSAL CORP /VA/ — Director's Dealing 2011

Apr 28, 2011

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: UNIVERSAL CORP /VA/ (UVV)
CIK: 0000102037
Period of Report: 2011-03-31

Reporting Person: Brewer W Keith (Executive VP & COO)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	41383	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
stock appreciation rights	$62.66	2017-05-24	Common Stock (24400)	24400	Direct
stock appreciation rights	$51.32	2018-05-28	Common Stock (17800)	17800	Direct
stock appreciation rights	$35.30	2019-05-27	Common Stock (43200)	43200	Direct
stock appreciation rights	$39.71	2020-06-08	Common Stock (26800)	26800	Direct

Footnotes

F1: includes 31,050 restricted stock units and 3,352 dividend units on the restricted stock units. The restricted stock units and the dividend units vest on the fifth anniversary of the award date, however payment will be delayed until termination of service if individual is a covered employee under Code Section 162(m) on the date of vesting.

F2: after a 12 month period of the frant date, 1/3 total shares are exerciable and an additional 1/3 for each anniversary date after for 3 such periods.