UNIVERSAL CORP /VA/ — Director's Dealing 2011

Apr 26, 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: FOSTER CHARLES H JR (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Restricted Stock and Restricted Stock units	11388	Direct
Common Stock	400	Direct
Common Stock	1000	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options to buy Common Stock	$43.12	2013-10-28	Common Stock (2000)	2000	Direct
Options to buy Common Stock	$46.70	2014-08-05	Common Stock (2000)	2000	Direct
Deferred Stock units 1 for 1 (Common Stock)	$		Common Stock (2896)	2896	Direct

Footnotes

F1: 9,650 restricted stock shares were granted for service as a director. Transfer of shares is prohibited and the shares may be forfeited to the company unless certain specified conditions are met. Also incudes 1,700 restricted stock units and 38 dividend equivalent units earned on the restricted stock units. The restricted stock units vest on the third anniversary of the award date, however, payment will be delayed until certain restrictions are met.

F2: Mr. Foster is the sole trustee of a family trust which holds universal corporation stock.

F3: grant to director of options to buy common stock under the Universal Corporation 2002 Executive Stock Plan.

F4: The deferred stock units are held in the Universal Corporation Outside Directors' Deferred Income Plan. Each deferred stock unit will be settled in cash based upon a fixed date payout election or upon death, disability or termination of service, or earlier pursuant to the terms of the plan.