Sec Form 4 Filing - SCHNEIDER STEVEN J @ FINISH LINE INC /IN/ - 2012-05-02

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person SCHNEIDER STEVEN J 2. Issuer Name and Ticker or Trading Symbol FINISH LINE INC /IN/ [ FINL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President & COO (Last) (First) (Middle) 3308 N. MITTHOEFFER ROAD 3. Date of Earliest Transaction (MM/DD/YY) 05/02/2012 (Street) INDIANAPOLIS, IN46235 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 05/02/2012 M 769 A $ 0 97,141 D Class A Common Stock 05/02/2012 S 769 D $ 22.837 96,372 D Class A Common Stock 05/02/2012 M 9,231 A $ 0 105,603 D Class A Common Stock 05/02/2012 S 9,231 D $ 22.837 96,372 D Class A Common Stock 0 I Held by Son

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Options (Right to Buy) $ 4.51 05/02/2012 M 769 03/11/2009( 1 ) 03/11/2018 Class A Common Stock 769 $ 0 0 D Stock Options (Right to Buy) $ 4.51 05/02/2012 M 9,231 03/11/2009 03/11/2018 Class A Common Stock 9,231 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SCHNEIDER STEVEN J 3308 N. MITTHOEFFER ROAD INDIANAPOLIS, IN46235 President & COO Signatures /s/ Christopher C. Eck, attorney-in-fact 05/03/2012 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These options are part of an award that totaled 50,000, with a tiered vesting schedule whereby 10% became exercisable on 3-11-2009, 20% will become exercisable on 3-11-2010, 30% will be become exercisable on 3-11-2011 and 40% will become exercisable on 3-11-2012.

Remarks: Gift of shares to charitable organization

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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