Sec Form 4 Filing - MILLER LLOYD I III @ STAMPS.COM INC - 2012-01-23

Insider filing report for Changes in Beneficial Ownership
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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
MILLER LLOYD I III
2. Issuer Name and Ticker or Trading Symbol
STAMPS.COM INC [ STMP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
222 LAKEVIEW AVENUE, SUITE 160-365
3. Date of Earliest Transaction (MM/DD/YY)
01/23/2012
(Street)
WEST PALM BEACH, FL33401
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
Common Stock 01/23/2012 S( 1 ) 30,752 D $ 31.4771 ( 2 ) 354,640 ( 3 ) I By Milfam II L.P.
Common Stock 01/23/2012 S( 1 ) 21,356 D $ 31.4771 ( 2 ) 253,442 D
Common Stock 01/23/2012 S( 1 ) 16,230 D $ 31.4771 ( 2 ) 185,993 ( 3 ) I By Trust A-4 - Lloyd I. Miller
Common Stock 01/23/2012 S( 1 ) 9,397 D $ 31.4771 ( 2 ) 108,357 ( 3 ) I By Marli Miller Managed
Common Stock 01/23/2012 S( 1 ) 7,688 D $ 31.4771 ( 2 ) 94,352 ( 3 ) I By Milgrat I (G7)
Common Stock 58,505 ( 3 ) I By Milgrat I (X7)
Common Stock 55,000 ( 3 ) I By Milfam I L.P.
Common Stock 1,000 ( 3 ) I By Lloyd I. Miller, custodian under Florida UGMA for Lloyd I. Miller, IV
Common Stock 1,000 ( 3 ) I By Lloyd I. Miller, custodian under Florida UGMA for Alexandra B. Miller
Common Stock 29,489 ( 3 ) I By Milfam NG LLC
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 Option (Common Stock) $ 14.5 04/23/2004 04/23/2014 Common Stock 5,000 5,000 D
Stock Option (Common Stock) $ 20.69 05/25/2005 05/25/2015 Common Stock 5,000 10,000 D
Stock Option (Common Stock) $ 31.64 06/07/2006 06/07/2016 Common Stock 5,000 15,000 D
Stock Option (Common Stock) $ 13.81 06/06/2007 06/06/2017 Common Stock 5,000 20,000 D
Stock Option (Common Stock) $ 13.48 05/22/2008 05/22/2018 Common Stock 5,000 25,000 D
Stock Option (Common Stock) $ 8.86 06/25/2009 06/25/2019 Common Stock 5,000 30,000 D
Stock Option (Common Stock) $ 10.55 06/16/2010 06/16/2020 Common Stock 5,000 35,000 D
Stock Option (Common Stock) $ 12.33 06/15/2011 06/15/2021 Common Stock 5,000 40,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MILLER LLOYD I III
222 LAKEVIEW AVENUE
SUITE 160-365
WEST PALM BEACH, FL33401
X
Signatures
/s/ David J. HoytAttorney-in-fact 01/24/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This sale was executed pursuant to a pre-arranged trading plan compliant with Rule 10b5-1.
( 2 )The price in Column 4 is a weighted average price. The prices actually paid ranged from $30.95 to $31.95 per share. The reporting person will provide the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.
( 3 )The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. This filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this filing.

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