Sec Form 4 Filing - CROWLEY WILLIAM C @ ORCHARD SUPPLY HARDWARE STORES CORP - 2012-03-12

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 CROWLEY WILLIAM C 2. Issuer Name and Ticker or Trading Symbol ORCHARD SUPPLY HARDWARE STORES CORP [ OSH] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O ORCHARD SUPPLY HARDWARE STORES CORP, 6450 VIA DEL ORO 3. Date of Earliest Transaction (MM/DD/YY) 03/12/2012 (Street) SAN JOSE, CA95119 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 03/12/2012 S 7 D $ 24.39 ( 1 ) 4,414 I See Footnote ( 2 ) Class A Common Stock 03/13/2012 S 7 D $ 24.1 ( 3 ) 4,407 I See Footnote ( 2 ) Series A Preferred Stock 4,421 I See Footnote ( 2 ) Class A Common Stock 2,011 D Series A Preferred Stock 2,011 D Class A Common Stock 370 I See Footnote ( 4 ) Series A Preferred Stock 370 I See Footnote ( 4 )

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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other CROWLEY WILLIAM C C/O ORCHARD SUPPLY HARDWARE STORES CORP 6450 VIA DEL ORO SAN JOSE, CA95119 X X Signatures /s/ William C. Crowley 03/14/2012 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This price represents the approximate weighted average price per share of common stock of Orchard Supply Hardware Stores Corporation (the "Issuer"), par value $0.01 per share (each, a "Share"), of sales that were executed at prices ranging from $24.30 to $24.56 per Share. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price. ( 2 )Represents securities directly held by Tynan, LLC ("Tynan"). The Reporting Person is the manager and a member of, and may be deemed to beneficially own securities owned by, Tynan. ( 3 )This price represents the approximate weighted average price per Share of sales that were executed at prices ranging from $24.00 to $24.54 per Share. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price. ( 4 )These shares are held in a grantor retained annuity trust, of which the Reporting Person is the trustee.

Remarks: Any amounts reported herein do not include any securities of the Issuer held by ESL Investments, Inc. ("ESL"). The Reporting Person is the President and Chief Operating Officer of ESL, which, together with several of its affiliates and related entities, owns common stock and preferred stock of the Issuer. The Reporting Person expressly disclaims beneficial ownership of the securities of the Issuer owned by ESL, its affiliates and its related entities, except to the extent of any pecuniary interest therein, and the filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of or has any pecuniary interest in any such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

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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